SC 13G 1 caza012512prcm.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. ) Cazador Acquisition Corporation Ltd. ------------------------------------------------------------------------------- (Name of Issuer) Ordinary Shares, $.0001 Par Value ------------------------------------------------------------------------------- (Title of Class of Securities) KYG198671037 ------------------------------------------------------------------------------- (ISIN Number) December 31, 2011 ------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) ISIN No. KYG198671037 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Pine River Capital Management L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_] (b) [x] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 450,765 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 450,765 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 450,765 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.6%* 12. TYPE OF REPORTING PERSON IA ISIN No. KYG198671037 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Brian Taylor 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_] (b) [x] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 450,765 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 450,765 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 450,765 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.6%* 12. TYPE OF REPORTING PERSON IN ISIN No. KYG198671037 --------------------- Item 1(a). Name of Issuer: Cazador Acquisition Corporation Ltd. -------------------------------------------------------------------- Item 1(b). Address of Issuer's Principal Executive Offices: c/o Arco Capital Management LLC 7 Sheinovo Street 1504 Sofia, Bulgaria -------------------------------------------------------------------- Item 2(a). Name of Persons Filing: Pine River Capital Management L.P. Brian Taylor -------------------------------------------------------------------- Item 2(b). Address of Principal Business Office, or if None, Residence: Pine River Capital Management L.P. 601 Carlson Parkway Suite 330 Minnetonka, MN 55305 Brian Taylor Pine River Capital Management L.P. 601 Carlson Parkway Suite 330 Minnetonka, MN 55305 -------------------------------------------------------------------- Item 2(c). Citizenship: Pine River Capital Management L.P. - Delaware, United States Brian Taylor - United States -------------------------------------------------------------------- Item 2(d). Title of Class of Securities: Ordinary Shares, $0.0001 Par Value -------------------------------------------------------------------- Item 2(e). ISIN Number: KYG198671037 -------------------------------------------------------------------- Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) [_] Broker or dealer registered under Section 15 of the Exchange Act. (b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [_] Investment company registered under Section 8 of the Investment Company Act. (e) [X] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [_] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [_] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) [_] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: Pine River Capital Management L.P. - 450,765 Brian Taylor - 450,765 ---------------------------------------------------------------------- (b) Percent of class: Pine River Capital Management L.P. - 7.6%* Brian Taylor - 7.6%* ---------------------------------------------------------------------- (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: Pine River Capital Management L.P. - 0 Brian Taylor - 0 (ii) Shared power to vote or to direct the vote: Pine River Capital Management L.P. - 450,765 Brian Taylor - 450,765 (iii) Sole power to dispose or to direct the disposition of: Pine River Capital Management L.P. - 0 Brian Taylor - 0 (iv) Shared power to dispose or to direct the disposition of: Pine River Capital Management L.P. - 450,765 Brian Taylor - 450,765 Item 5. Ownership of Five Percent or Less of a Class. N/A ----------------------------------------------------------------------- Item 6. Ownership of More Than Five Percent on Behalf of Another Person. N/A ----------------------------------------------------------------------- Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. N/A ----------------------------------------------------------------------- Item 8. Identification and Classification of Members of the Group. N/A ---------------------------------------------------------------------- Item 9. Notice of Dissolution of Group. N/A ----------------------------------------------------------------------- Item 10. Certifications. By signing below, each reporting person certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. PINE RIVER CAPITAL MANAGEMENT L.P.** By: Pine River Capital Management LLC, its general partner /s/ Brian Taylor --------------------- By: Brian Taylor Title: Sole Member /s/ Brian Taylor** --------------------- Brian Taylor Date: February 6, 2012 *The percentage reported by the Reporting Person is based on 7,848,857 Shares and 1,901,143 Units (comprised of one Ordinary Share and one warrant) of the Issuer reported as of December 31, 2010, according to the Issuer's most recent Form 20-F, adjusted for the number of warrants beneficially owned by the Reporting Person. **The Reporting Persons disclaim beneficial ownership in the common stock reported herein except to the extent of their pecuniary interest therein. EXHIBIT A AGREEMENT The undersigned agree that this Schedule 13G dated February 6, 2012 relating to the Ordinary Shares, $0.0001 Par Value of Cazador Acquisition Corporation Ltd. shall be filed on behalf of the undersigned. PINE RIVER CAPITAL MANAGEMENT L.P. By: Pine River Capital Management LLC, its general partner /s/ Brian Taylor --------------------- By: Brian Taylor Title: Sole Member /s/ Brian Taylor --------------------- Brian Taylor