UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
Quest
Resource Corporation
(Name of
Issuer)
COMMON
STOCK ($0.001 PAR VALUE PER SHARE)
(Title of
Class of Securities)
748349305
(CUSIP
Number)
Stephen
S. Taylor
c/o
Taylor Asset Management, Inc.
714 S.
Dearborn St. 2
nd
Floor
Chicago,
IL 60605
Phone #
(310) 704-1290
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
October
26, 2009
(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/A, and is filing this
schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box.
o
The
information required on the remainder of this cover page shall not be deemed to
be "filed" for the purpose 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.
748349305
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1
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NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Taylor
Asset Management, Inc. FEIN #
26-044-8554
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
(a)
o
(b)
o
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3
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SEC
USE ONLY
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4
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SOURCE
OF FUNDS
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5
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CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D)
OR 2(E)
o
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6
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Illinois
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Number
of
Shares
Beneficially
Owned
By
Each
Reporting
Person
With
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7
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SOLE
VOTING POWER
772,191
shares
(1)
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8
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SHARED
VOTING POWER
0
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9
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SOLE
DISPOSITIVE POWER
772,191
shares
(1)
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10
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SHARED
DISPOSITIVE POWER
0
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11
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
772,191
shares
(1)
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12
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.4%
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14
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TYPE
OF REPORTING PERSON
IA
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(1) Mr.
Taylor may be deemed to hold an indirect beneficial interest in these shares,
which are directly beneficially owned by Taylor International Fund,
Ltd. Mr. Taylor is the President of Taylor Asset Management Inc.,
which is the Investment Manager of Taylor International Fund,
Ltd. The filing of this Statement and any future amendment by Mr.
Taylor, and the inclusion of information herein and therein with respect to Mr.
Taylor, shall not be considered an admission that he, for the purpose of Section
16(b) of the Exchange Act, is the beneficial owner of any shares in which he
does not have a pecuniary interest.
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1
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NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stephen S.
Taylor
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2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
o
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3
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SEC
USE ONLY
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4
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SOURCE
OF FUNDS
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5
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CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D)
OR 2(E)
o
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6
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
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Number
of
Shares
Beneficially
Owned
By
Each
Reporting
Person
With
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7
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SOLE
VOTING POWER
1,356,070
shares
(1)
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8
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SHARED
VOTING POWER
0
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9
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SOLE
DISPOSITIVE POWER
1,356,070
shares
(1)
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10
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SHARED
DISPOSITIVE POWER
0
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11
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,356,070
shares
(1)
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12
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2%
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14
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TYPE
OF REPORTING PERSON
IN
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(1)
Consists of
583,879 shares owned by Stephen S. Taylor's Roth IRA and 772,191 owned by Taylor
International Fund, Ltd. Mr. Taylor is the President of Taylor Asset
Management Inc., which is the Investment Manager of Taylor International Fund,
Ltd. The filing of this Statement and any future amendment by Mr.
Taylor, and the inclusion of information herein and therein with respect to Mr.
Taylor, shall not be considered an admission that he, for the purpose of Section
16(b) of the Exchange Act, is the beneficial owner of any shares in which he
does not have a pecuniary interest.
SCHEDULE
13D/A
This
Schedule 13D/A relates to the common stock, par value $0.001 per share (the
“Common Stock”) of Quest Resource Corporation, a Nevada Corporation (the
“Issuer”). The principal executive offices of the Issuer are located
at 210 Park Avenue, Suite 2750, Oklahoma City, OK 73102.
Item
2. Identity and Background.
(a)-(c)
and (f). This Schedule 13D/A is filed by Taylor Asset Management, Inc. (“TAM”)
and Mr. Stephen S. Taylor (together with TAM, the “Reporting
Party”). TAM is an Illinois corporation located at 714 S. Dearborn
Street, 2
nd
Floor
Chicago, IL 60605. Mr. Taylor, a citizen of the United States of
America, has a business address at 714 S. Dearborn Street, 2
nd
Floor
Chicago, IL 60605.
(d) and
(e). During the last five years, Mr. Taylor has not been (i)
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violation of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such
laws.
Item
3. Source and Amount of Funds or Other Consideration.
N/A
Item
4. Purpose of Transaction.
At this
time, the Reporting Party believes superior investment opportunities exist
elsewhere and therefore has chosen to redirect its capital.
Except as
set forth herein or as would occur upon completion of any of the actions
discussed herein, including in any Exhibits hereto, the Reporting Party has no
present plan or proposal that would relate to or result in any of the matters
set forth below:
(a) The
acquisition by any person of additional securities of the
issuer,
or the
disposition of securities of the issuer;
(b) An
extraordinary corporate transaction, such as a merger,
reorganization
or liquidation, involving the issuer or any of its
subsidiaries;
(c) A
sale or transfer of a material amount of assets of the issuer or any
of its
subsidiaries;
(d) Any
change in the present board of directors or management of the
issuer,
including any plans or proposals to change the number or term
of
directors or to fill any existing vacancies on the board;
(e) Any
material change in the present capitalization or dividend policy of
the
issuer;
(f) Any
other material change in the issuer’s business or corporate
structure
including but not limited to, if the issuer is a registered
closed
end investment company, any plans or proposals to make any
changes
in its investment policy for which a vote is required by
section
13 of the Investment Company Act of 1940;
(g)
Changes in the issuer’s charter, bylaws or instruments corresponding
thereto
or other actions which may impede the acquisition of control of
the
issuer by any person;
(h)
Causing a class of securities of the issuer to be delisted from a
national
securities exchange or to cease to be authorized to be quoted
in an
inter-dealer quotation system of a registered national securities
association;
(i) A
class of equity securities of the issuer becoming eligible for
termination
of registration pursuant to Section 12(g) (4) of the Act; or
(j) Any
action similar to any of those enumerated above.
Item
5. Interest in Securities of the Issuer.
(a) Mr.
Taylor has direct beneficial ownership of 583,879 shares of the Issuer held in
an individual retirement account for his benefit. TIF has direct beneficial
ownership of 772,191 shares of the Issuer. Mr. Taylor is the
President of Taylor Asset Management Inc., which is the Investment Manager of
TIF. Accordingly, Mr. Taylor may be deemed to own beneficially a
total of 1,356,070 shares of the Issuer constituting 4.2% of the Issuer's shares
of Common Stock outstanding as of November 2, 2009.
(b) Mr.
Taylor has the sole power to vote and to dispose or direct the disposition of
1,356,070 shares of the Issuer's Common Stock.
(c) Mr.
Taylor has executed the following transactions in the Issuer's Common Stock on
the open market since October 19, 2009:
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Name
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Date
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Number of
Shares
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Action
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Stephen Taylor
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11-06-2009
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50,000
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Sale
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Stephen Taylor
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10-28-2009
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25,000
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Sale
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Stephen Taylor
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10-23-2009
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100,000
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Sale
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Stephen Taylor
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10-19-2009
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50,000
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Sale
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TAM
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11-06-2009
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50,000
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Sale
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TAM
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10-28-2009
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20,000
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Sale
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TAM
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10-27-2009
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75,000
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Sale
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TAM
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10-26-2009
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100,000
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Sale
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TAM
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10-23-2009
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50,000
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Sale
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TAM
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10-22-2009
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25,000
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Sale
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TAM
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10-19-2009
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30,000
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Sale
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(d) N/A
(e) N/A
Item
6. Contracts, Arrangements, Understandings or Relationships with
respect to securities of the Issuer
N/A
Item 7.
Material to be Filed as
Exhibits.
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Exhibit
A
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Joint
Filing Agreement dated as of November 12,
2009
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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.
Dated:
November 12, 2009
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TAYLOR
INTERNATIONAL FUND, LTD.
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By:
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Taylor
Asset Management, Inc.
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its
Investment Manager
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By:
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/s/
Stephen S.
Taylor
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Stephen
S. Taylor, President
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STEPHEN
S. TAYLOR
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By
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/s/
Stephen S.
Taylor
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Stephen
S. Taylor, Individually
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EXHIBIT
A
JOINT
FILING AGREEMENT
THIS
JOINT FILING AGREEMENT (this "Agreement") is made and entered into as of this
12th day of November, 2009, by and among Taylor International Fund, Ltd. and
Stephen S. Taylor.
The
parties to this Agreement hereby agree to prepare jointly and file timely (or
otherwise to deliver as appropriate) all filings on Schedule 13D and Schedule
13G (the "Filings") required to be filed by them pursuant to Section 13(d) or
13(g) under the Securities Exchange Act of 1934, as amended, with respect to
their respective beneficial ownership of the Common Stock of Quest Resource
Corporation that are required to be reported on any Filings. Each party to this
Agreement further agrees and covenants to the other parties that it will fully
cooperate with such other parties in the preparation and timely filing (and
other delivery) of all such Filings.
This
Agreement may be executed in separate counterparts, each of which shall be
deemed an original, but all of which shall constitute one and the same
instrument.
[Remainder
of page intentionally left blank.]
IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
first set forth above.
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TAYLOR
INTERNATIONAL FUND, LTD.
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By:
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Taylor
Asset Management, Inc.
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its
Investment Manager
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By:
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Stephen
S. Taylor, President
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STEPHEN
S. TAYLOR
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By
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Stephen
S. Taylor, Individually
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Quest Resource (MM) (NASDAQ:QRCP)
過去 株価チャート
から 5 2024 まで 6 2024
Quest Resource (MM) (NASDAQ:QRCP)
過去 株価チャート
から 6 2023 まで 6 2024
