UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
Encore Capital Group, Inc.
-------------------------
(Name of Issuer)
Common Stock ($.01 par value)
----------------------------
(Title of Class of Securities)
292554102
------------
(CUSIP Number)
John M. Allen, Esq.
Debevoise & Plimpton LLP
919 Third Avenue
New York, NY 10022
-------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
January 20, 2005
----------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Section 240.13d-1(e), (f) or (g), check the following box
[ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the Schedule, including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purposes of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 292554102 13D
(1) NAME OF REPORTING PERSON Robert Michael Whyte
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
---------------------------------------------------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A (a)_______________________________________________
GROUP (b)_______________________________________________
---------------------------------------------------------------------------------------------------------------
(3) SEC USE ONLY
---------------------------------------------------------------------------------------------------------------
(4) SOURCE OF FUNDS PF
---------------------------------------------------------------------------------------------------------------
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [ ]
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
---------------------------------------------------------------------------------------------------------------
(6) CITIZENSHIP OR PLACE OF ORGANIZATION Australian
----------------------------------------------------------------------------------------------------------------
Number of Shares (7) SOLE VOTING POWER 900,897
Beneficially -------------------------------------------------------------------------------------------
Owned by Each (8) SHARED VOTING POWER None
Reporting Person -------------------------------------------------------------------------------------------
With (9) SOLE DISPOSITIVE POWER 900,897
-------------------------------------------------------------------------------------------
(10) SHARED DISPOSITIVE POWER None
----------------------------------------------------------------------------------------------------------------
(11) AGGREGATE AMOUNT BENEFICIALLY 900,897
OWNED BY EACH REPORTING PERSON
----------------------------------------------------------------------------------------------------------------
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN [ ]
ROW (11) EXCLUDES CERTAIN SHARES
---------------------------------------------------------------------------------------------------------------
(13) PERCENT OF CLASS REPRESENTED BY 4.1%
AMOUNT IN ROW (11)
---------------------------------------------------------------------------------------------------------------
(14) TYPE OF REPORTING PERSON IN
Page 2 to 5
CUSIP No. 292554102 13D
SCHEDULE 13D
Amendment No. 4 to Schedule 13D
This Amendment No. 4 to Schedule 13D is filed by Robert Michael
Whyte ("Mr. Whyte") to further supplement and amend the Schedule 13D originally
filed by Mr. Whyte on March 4, 2002, as supplemented and amended by Amendment
No. 1, dated April 18, 2002, Amendment No. 2, dated August 29, 2003 and
Amendment No. 3 dated September 26, 2003 (the "Schedule 13D"). Items 4, 5, 6,
and 7 are hereby supplemented and amended. Unless otherwise indicated, all
capitalized terms shall have the same meaning as provided in the Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 is supplemented as follows:
On October 21, 2003, Mr. Whyte sold an additional 62,918 shares to
the underwriters for $10.34 per share pursuant to the overallotment option
granted the underwriters under the Underwriting Agreement, dated September 25,
2003, among the Company, the selling stockholders named therein and the several
underwriter parties thereto.
On January 20, 2005, the Company and Mr. Whyte entered into an
Underwriting Agreement pursuant to which Mr. Whyte will sell 200,000 shares of
Common Stock to the underwriter party thereto for $19.65 a share.
Item 5. Interest in Securities of the Issuer.
Item 5 is amended and supplemented as follows:
(a) Following the sale to the underwriter, Mr. Whyte will be the
beneficial owner of 900,897 shares of Common Stock, or approximately 4.1% of the
Company's outstanding shares of Common Stock (computed on the basis of
22,118,604 shares of Common Stock outstanding, as reported in the Company's Form
S-3 registration statement dated December 13, 2004).
(b) Mr. Whyte has sole voting and dispositive power with respect to
the 900,897 shares of Common Stock.
(c) See item 4 above.
(e) Upon the closing of the sale to the underwriter under the
Underwriting Agreement entered into on January 20, 2005, Mr. Whyte will cease to
be the beneficial owner of more than five percent of the Common Stock.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
Item 6 is supplemented as follows:
See Item 4 for a description of the Underwriting Agreement, dated
January 20, 2005.
Page 3 to 5
CUSIP No. 292554102 13D
Item 7. Materials to Be Filed as Exhibits.
Item 7 is supplemented by adding the following:
Exhibit 10 Underwriting Agreement, dated January 20, 2005.
Page 4 to 5
CUSIP No. 292554102 13D
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement with respect to the
undersigned is true, complete and correct.
Date: January 20, 2005
Robert Michael Whyte
By /s/ Robert Michael Whyte
--------------------------
Page 5 to 5