UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT No. 6
SCHEDULE 13D
Under the Securities Exchange Act of 1934
eAutoclaims, Inc.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
278578
(CUSIP Number)
c/o Advantage Fund G.P. Limited
Executive Offices, 380 Sherin Drive, Oakville, Ontario, Canada L6L 4J3
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
January 31, 2006
(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 ss.ss.240.13d-1 (e), 240.13d-1 (f) or 240.13d-1 (g), check
the following box. [ X ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 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 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).
Persons who respond to the collection of information contained in this form are
not required to respond unless the form displays a currently valid OMB control
number.
SEC 1746 (3-00)
CCH S00128 0331
CUSIP No 278578
1. Name of Reporting Person I.R.S. Identification No. of Above Person
(Entities Only)
Canadian Advantage Limited Partnership
2. Check the appropriate Box if a Member of a Group
(a) [ ] (b) [ X ]
3. SEC Use Only
4. Source of Funds
OO
5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2 (d) or 2 (e) [ ]
6. Citizenship or Place of Organization
Canada
Number of Shares Beneficially Owned By Each Reporting Person With
7. Sole Voting Power
3,221,454.00
8. Shared Voting Power
0.00
9. Sole Dispositive Power
3,221,454.00
10. Shared Dispositive Power
0.00
11. Aggregate Amount Beneficially Owned by Each Reporting Person
4,661,938
12. Check Box if the Aggregate Amount in row (11) Excludes Certain Shares
[ ]
13. Percent of Class Represented by Amount in Row (11)
7.05%
14. Type of Reporting Person
OO
CUSIP No 278578
1. Name of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only)
Advantage (Bermuda) Fund, LTD.
2. Check the appropriate Box if a Member of a Group
(a) [ ] (b) [ X ]
3. SEC Use Only
4. Source of Funds
OO
5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2 (d) or 2 (e) [ ]
6. Citizenship or Place of Organization
Bermuda
Number of Shares Beneficially Owned By Each Reporting Person With
7. Sole Voting Power
1,191,497.00
8. Shared Voting Power
0.00
9. Sole Dispositive Power
1,191,497.00
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
4,661,938
12. Check Box if the Aggregate Amount in row (11) Excludes Certain Shares
[ ]
13. Percent of Class Represented by Amount in Row (11)
7.05%
14. Type of Reporting Person
OO
CUSIP No 278578
1. Name of Reporting Person
I.R.S. Identification No. of Above Person (Entities Only)
John K. Pennington
2. Check the appropriate Box if a Member of a Group
(a) [ ] (b) [ X ]
3. SEC Use Only
4. Source of Funds
OO
5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2 (d) or 2 (e) [ ]
6. Citizenship or Place of Organization
Ontario, Canada
Number of Shares Beneficially Owned By Each Reporting Person With
7. Sole Voting Power
248,987
8. Shared Voting Power
0.00
9. Sole Dispositive Power
248,987
10. Shared Dispositive Power
0.00
11. Aggregate Amount Beneficially Owned by Each Reporting Person
4,661,938
12. Check Box if the Aggregate Amount in row (11) Excludes Certain Shares
[ ]
13. Percent of Class Represented by Amount in Row (11)
7.05%
14. Type of Reporting Person
IN
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this statement on Schedule 13D
relates is the Common Stock, par value $0.001 per share, of
eAutoclaims, Inc., a Nevada corporation ("eAuto"), with its principal
executive offices located at 110 East Douglas Road, Oldsmar, Florida
34677.
ITEM 2. IDENTITY AND BACKGROUND.
The persons filing this statement are:
Canadian Advantage Limited Partnership ("CLAP"), is an Ontario (Canada)
limited partnership whose principal Executive offices are c/o Advantage
Fund G.P. Limited, Executive Offices, 380 Sherin Drive, Oakville,
Ontario L6L 4J3, Canada. Advantage Fund G.P. Limited is now the general
partner of CALP.
Advantage (Bermuda) Fund, Ltd. ("ABFL"), is a Bermuda company, whose
principal offices are Washington Mall, 3rd Floor, 22 Church Street,
Hamilton HMII, Bermuda. Advantage Fund G.P. Limited is the agent of
ABFL.
John Pennington ("Pennington"), is an individual whose Principal
offices are c/o Advantage Fund G.P. Limited, Offices, 380 Sherin Drive,
Oakville, Ontario L6L 4J3. Mr. Pennington is the President of Advantage
Fund G.P. Limited and a director of eAuto.
This Schedule 13D is jointly filed by the above-named persons.
Mr. Pennington is the individual who currently has authority to vote
and dispose of the eAuto securities beneficially owned by CALP and
ABFL. Accordingly, Mr. Pennington, Advantage Fund, CALP and ABFL may be
considered a group that beneficially owns all the shares beneficially
owned by and of them.
During the last five years, none of John Pennington, CALP, or ABFL, (i)
has been convicted in a criminal proceeding, or (ii) administrative
body of competent jurisdiction and as a result of such proceeding, been
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.
On December 7, 2001, CALP and ABFL gave notice to eAuto of the exercise
of their conversion rights with respect to 210 shares of eAuto's Series
A Convertible Preferred Stock ("Preferred Stock"). On March 27, 2002,
an aggregate of 4,097,951 shares of eAuto Common Stock was issued to
CALP and ABFL in exchange for conversion of all 210 shares of the
Preferred Stock. The Preferred Stock was acquired by CALP and ABFL
between August 28,2000 and January 26, 2001. No payment was required
upon conversion of the Preferred Stock. The source of the purchase
price for the Preferred Stock acquired by CALP and ABFL was funds held
for investment.
CALP holds warrants to purchase 229,950 shares of eAuto Common Stock,
at exercise prices of between $1.46 and $3.33 per share. ABFL holds
warrants to purchase 85,050 shares of eAuto Common Stock, at exercise
prices of between $1.46 and $3.33 per share. Neither CALP nor ABFL has
exercised any warrants.
For his work on the board through January 31, 2006, and his retainer
for the fiscal year ended July 31, 2006, Mr. Pennington was issued
236,487 shares of common stock along with a 5-year option to purchase
62,500 common shares with a strike price between $0.14 and $0.30 per
share as of January 31, 2006. Of these options 50,000 are unvested and
are not included in the totals above.
ITEM 4. PURPOSE OF TRANSACTION.
Each of CALP and ABFL acquired the securities of eAuto that it
beneficially owns for passive investment purposes.
As of this date, none of John Pennington, CALP, or ABFL has any plans
or proposals that relate to or would result in any of the events listed
in (a) through (j) of Item 4. However, members of this group or
affiliates may make additional investments in eAuto in privately
negotiated transactions or dispose of eAuto securities pursuant to Rule
144 or privately.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
All of the information given below is as of January 31, 2006.
Percentages are based on 66,637,721 shares of Common Stock outstanding
as of January 31, 2006.
Collectively, the reporting Persons beneficially own and have Sole
voting and dispositive power over 4,661,938 shares of common stock or
approximately 7.05% of the outstanding shares of eAuto common stock.
During the last 60 days, the Reporting Persons have not effected any
transactions in the Issuer Securities.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None
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.
February 13, 2006 JOHN PENNINGTON
By: /s/ John K. Pennington
------------------------------------------
February 13, 2006 CANADIAN ADVANTAGE LIMITED PARTNERSHIP
By: Advantage Fund G.P. Limited,
its general partner
/s/ John K. Pennington
------------------------------------------
Title: President
February 13, 2006 ADVANTAGE (BERMUDA) FUND, LTD.
By: Advantage Fund G.P. Limited,
its general partner
/s/ John K. Pennington
------------------------------------------
Title: President