SC 13G 1 v07875sc13g.htm TERREN S. PEIZER FOR CLEARANT, INC. sc13g
 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.)*

CLEARANT, INC.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

184690 10 5

(CUSIP Number)

March 31, 2005

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

        o Rule 13d-1 (b)

        þ Rule 13d-1 (c)

        o Rule 13d-1 (d)

*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 the disclosures provided in a prior cover page.

The information required in 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 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.

 

 

             
13G
CUSIP No. 184690 10 5
  1. Name of Reporting Person:
Reserva Capital, LLC		 I.R.S. Identification Nos. of above persons (entities only):
20-2662322
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
California
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
250,000
6. Shared Voting Power:
7. Sole Dispositive Power:
250,000
8.Shared Dispositive Power:
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
250,000
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
0.7%
  12.Type of Reporting Person:
OO

Page 2 of 8

 

             
13G
CUSIP No. 184690 10 5
  1. Name of Reporting Person:
Bowmore, LLC		 I.R.S. Identification Nos. of above persons (entities only):
95-4854065
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
California
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
3,886,869
6. Shared Voting Power:
7. Sole Dispositive Power:
3,886,869
8.Shared Dispositive Power:
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
3,886,869
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
10.8%
  12.Type of Reporting Person:
OO

Page 3 of 8

 

             
13G
CUSIP No. 184690 10 5
  1. Name of Reporting Person:
Porfidio, LLC		 I.R.S. Identification Nos. of above persons (entities only):
33-0992186
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
California
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
204,572
6. Shared Voting Power:
7. Sole Dispositive Power:
204,572
8.Shared Dispositive Power:
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
204,572
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
0.6%
  12.Type of Reporting Person:
OO

Page 4 of 8

 

             
13G
CUSIP No. 184690 10 5
  1. Name of Reporting Person:
Terren S. Peizer		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
U.S.A.
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
4,865,441
6. Shared Voting Power:
7. Sole Dispositive Power:
4,865,441
8.Shared Dispositive Power:
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
4,865,441
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
13.6%
  12.Type of Reporting Person:
IN

Page 5 of 8

 

Item 1.

  (a)   Name of Issuer:

                                   Clearant, Inc.

  (b)   Address of Issuer’s Principal Executive Offices:

                                   11111 Santa Monica Boulevard, Suite 650
                                   Los Angeles, CA 90025

Item 2.

  (a)   Name of Person Filing:

                                   Reserva Capital, LLC
                                   Bowmore, LLC
                                   Porfidio, LLC
                                   Terren S. Peizer

  (b)   Address of Principal Business Office or, if none, Residence:

                                   c/o Terren S. Peizer
                                   11150 Santa Monica Boulevard, Suite 1500
                                   Los Angeles, CA 90025

  (c)   Citizenship:

                                   Reserva Capital, LLC — California
                                   Bowmore, LLC — California
                                   Porfidio, LLC — California
                                   Terren S. Peizer — United States of America

  (d)   Title of Class of Securities:

                                   Common Stock, $.001 par value

  (e)   CUSIP Number:

                                   184690 10 5

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

         
(a)
  o   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
  o   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
  o   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
  o   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
  o   An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)
  o   An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)
  o   A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
(h)
  o   A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1831);
(i)
  o   A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
  o   Group, in accordance with §240.13d-1)b_)1_)ii)(J).

Page 6 of 8

 

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:   4,865,441(1)
(b)   Percentage of class:   13.6%(2)
(c)   Number of shares as to which the person has:    
  (i)   Sole power to vote or to direct the vote:   4,865,441(1)
  (ii)   Shared power to vote or to direct the vote:    
  (iii)   Sole power to dispose or to direct the disposition of:   4,865,441(1)
  (iv)   Shared power to dispose or to direct the disposition of:    

    (1) Includes 250,000 shares of common stock, par value $0.001 held of record by Reserva Capital, LLC, 3,886,869 shares held by Bowmore, LLC and 204,572 shares held by Porfidio, LLC, each of which Terren S. Peizer is the sole managing member and options held by Mr. Peizer to purchase 298,000 shares of common stock at $0.66 per share and 226,000 shares at $2.25 per share which expire July 22, 2012 and December 1, 2011, respectively.
 
    (2) Assumes the exercise of all options.

Item 5. Ownership of Five Percent or Less of a Class

     If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.

Item 6. Ownership of More than Five Percent on Behalf of Another Person

     Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Company

     Not Applicable.

Item 8. Identification and Classification of Members of the Group

     Not Applicable.

Item 9. Notice of Dissolution of Group

     Not Applicable.

Item 10. Certification

     By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.

Page 7 of 8

 

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.
         
Date: April 11, 2005  RESERVA CAPITAL, LLC
 		  
  By:   /s/ TERREN S. PEIZER    
  Name:   Terren S. Peizer   
  Title:   Managing Member   
 
  BOWMORE, LLC
 		  
  By:   /s/ TERREN S. PEIZER    
  Name:   Terren S. Peizer   
  Title:   Managing Member   
 
  PORFIDIO, LLC
 		  
  By:   /s/ TERREN S. PEIZER    
  Name:   Terren S. Peizer   
  Title:   Managing Member   
 
     
  /s/ TERREN S. PEIZER    
  Name:   Terren S. Peizer   
     
 

     The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement; provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).

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