SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
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. )*
NextCard, Inc.
________________
(Name of Issuer)
Common Stock, $.001 Par Value
_______________________________
(Title of Class of Securities)
65332K107
______________
(CUSIP Number)
December 31, 1999
____________________________________
(Date of Event which Requires Filing
of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] 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 disclosure
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).
(Continued on following pages)
Page 1 of 12 Pages
Exhibit Index: Page 10
<PAGE>
SCHEDULE 13G
CUSIP No. 65332K107 Page 2 of 12 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
Louis M. Bacon
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
5 Sole Voting Power
0
Number of
Shares
Beneficially 6 Shared Voting Power
Owned By 3,375,000
Each
Reporting 7 Sole Dispositive
Person 0
With
8 Shared Dispositive Power
3,375,000
9 Aggregate Amount Beneficially Owned by Each Reporting Person
3,375,000
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
7.29%
12 Type of Reporting Person*
IA
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 65332K107 Page 3 of 12 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
Moore Capital Management, Inc.
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
Connecticut
5 Sole Voting Power
0
Number of
Shares
Beneficially 6 Shared Voting Power
Owned By 2,767,500
Each
Reporting 7 Sole Dispositive
Person 0
With
8 Shared Dispositive Power
2,767,500
9 Aggregate Amount Beneficially Owned by Each Reporting Person
2,767,500
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[X]
11 Percent of Class Represented By Amount in Row (9)
5.97%
12 Type of Reporting Person*
CO, IA
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 65332K107 Page 4 of 12 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
Moore Global Investments, Ltd.
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
Bahamas
5 Sole Voting Power
0
Number of
Shares
Beneficially 6 Shared Voting Power
Owned By 2,767,500
Each
Reporting 7 Sole Dispositive
Person 0
With
8 Shared Dispositive Power
2,767,500
9 Aggregate Amount Beneficially Owned by Each Reporting Person
2,767,500
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[X]
11 Percent of Class Represented By Amount in Row (9)
5.97%
12 Type of Reporting Person*
CO
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 5 of 12 Pages
Item 1(a) Name of Issuer:
NextCard, Inc. (the "Company").
Item 1(b) Address of the Issuer's Principal Executive Offices:
595 Market Street, Suite 1800
San Francisco, CA 94105
Item 2(a) Name of Person Filing:
The Statement is being filed by (1) Louis M. Bacon ("Mr.
Bacon"), in his capacity as (a) Chairman and Chief Executive Officer, director
and controlling shareholder of Moore Capital Management, Inc. ("MCM") and (b)
Chairman and Chief Executive Officer, director and majority interest holder in
Moore Capital Advisors, LLC ("MCA"), (2) MCM and (3) Moore Global Investments,
Ltd. ("MGI") (collectively, the "Reporting Persons").
MCM, a registered commodity trading advisor and member of the
National Futures Association, serves as discretionary investment manager to MGI
and other investment funds. In such capacity, MCM may be deemed the beneficial
owner of the Shares (as defined herein) held for the account of MGI. MCA is a
New York limited liability company and a registered commodity trading advisor
and commodity pool operator. MCA serves as general partner and discretionary
investment manager to Remington Investment Strategies, L.P. ("RIS"), a U.S.
partnership. In such capacity, MCA may be deemed the beneficial owner of the
Shares (as defined herein) held for the account of RIS. The principal occupation
of Mr. Bacon is the direction of the investment activities of MCM and MCA,
carried out in his capacity as Chairman and Chief Executive Officer of such
entities. In such capacity, Mr. Bacon may be deemed the beneficial owner of the
Shares (as defined herein) held for the accounts of MGI and RIS.
Item 2(b) Address of Principal Business Office or, if None, Residence:
The principal business offices of Mr. Bacon, MCM and MGI are
located at 1251 Avenue of the Americas, New York, New York 10020.
Item 2(c) Citizenship:
i) Mr. Bacon is a United States citizen;
ii) MCM is a Connecticut corporation; and
iii) MGI is a Bahamas corporation.
<PAGE>
Page 6 of 12 Pages
Item 2(d) Title of Class of Securities:
Common Stock, par value $.001 per share (the "Shares") of the
Company.
Item 2(e) CUSIP Number:
65332K107
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b), check whether the person filing is a:
This Item 3 is not applicable.
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
As of December 31, 1999, each of the Reporting Persons may be
deemed the beneficial owner of the following number of Shares:
(i) Mr. Bacon may be deemed the beneficial owner of
3,375,000 Shares. This number consists of (A)
2,767,500 Shares held for the account of MGI, and (B)
607,500 Shares held for the account of RIS.
(ii) Each of MCM and MGI may be deemed the beneficial owner
of the 2,767,500 Shares held for the account of MGI.
Item 4(b) Percent of Class:
(i) The number of Shares of which Mr. Bacon may be deemed
to be the beneficial owner constitutes approximately
7.29% of the total number of Shares outstanding.
(ii) The number of Shares of which each of MCM and MGI may
be deemed to be the beneficial owner constitutes
approximately 5.97% of the total number of Shares
outstanding.
<PAGE>
Page 7 of 12 Pages
Item 4(c) Number of shares as to which such person has:
Mr. Bacon:
----------
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 3,375,000
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 3,375,000
MCM:
----
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 2,767,500
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 2,767,500
MGI:
----
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 2,767,500
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 2,767,500
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
(i) The shareholders of MGI have the right to participate
in the receipt of dividends from, or proceeds from the
sale of, Shares held by MGI in accordance with their
ownership interests in MGI.
(ii) The partners of RIS have the right to participate in
the receipt of dividends from, or proceeds from the
sale of, the Shares held by RIS in accordance with
their partnership interests in RIS.
<PAGE>
Page 8 of 12 Pages
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
This Item 10 is not applicable.
<PAGE>
Page 9 of 12 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: February 3, 2000
LOUIS M. BACON
By: /S/ STEPHEN R. NELSON
------------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
MOORE CAPITAL MANAGEMENT, INC.
By: /S/ STEPHEN R. NELSON
------------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
MOORE GLOBAL INVESTMENTS, LTD.
By: /S/ STEPHEN R. NELSON
------------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
<PAGE>
Page 10 of 12 Pages
EXHIBIT INDEX
Page No.
--------
A. Joint Filing Agreement dated February 3, 2000 by and
between Louis M. Bacon, Moore Capital Management and
Moore Global Investments, Ltd........................... 11
B. Power of Attorney dated November 28, 1997 granted by
Louis M. Bacon in favor M. Elaine Crocker, Kevin F.
Shannon and Stephen R. Nelson........................... 12
Page 11 of 12 Pages
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G with
respect to the Common Stock of NextCard, Inc. dated as of February 3, 2000 is,
and any amendments thereto (including amendments on Schedule 13D) signed by each
of the undersigned shall be, filed on behalf of each of the undersigned pursuant
to and in accordance with the provisions of Rule 13d-1(f) under the Securities
Exchange Act of 1934.
This Agreement may be executed in counterparts, each of which shall for
all purposes be deemed to be an original and all of which shall constitute one
and the same instrument.
Date: February 3, 2000
LOUIS M. BACON
By: /S/ STEPHEN R. NELSON
------------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
MOORE CAPITAL MANAGEMENT, INC.
By: /S/ STEPHEN R. NELSON
------------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
MOORE GLOBAL INVESTMENTS, LTD.
By: /S/ STEPHEN R. NELSON
------------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
Page 12 of 12 Pages
EXHIBIT B
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENT, that I, Louis M. Bacon, hereby make
constitute and appoint each of M. Elaine Crocker, Kevin F. Shannon and Stephen
R. Nelson, acting individually, as my agent and attorney-in-fact for the purpose
of executing in my name (a) in my personal capacity or (b) in my capacity as
Chairman and Chief Executive Officer of each of Moore Capital Management, Inc.
and Moore Capital Advisors, LLC and their respective affiliates all documents,
certificates, instruments, statements, filing and agreements ("documents") to be
filed with or delivered to any foreign or domestic governmental or regulatory
body or required or requested by any other person or entity pursuant to any
legal or regulatory requirement relating to the acquisition, ownership,
management or disposition of securities or other investments, and any other
documents relating or ancillary thereto, including but not limited to, all
documents relating to filings with the United States Securities and Exchange
Commission (the "SEC") pursuant to the Securities Act of 1933 or the Securities
Exchange Act of 1934 (the "Act") and the rules and regulations promulgated
thereunder, including: (1) all documents relating to the beneficial ownership of
securities required to be filed with the SEC pursuant to Section 13(d) or
Section 16(a) of the Act including, without limitation: (a) any acquisition
statements on Schedule 13D or Schedule 13G and any amendments thereto, (b) any
joint filing agreements pursuant to Rule 13d-1(f), and (c) any initial
statements of, or states of changes in, beneficial ownership of securities on
Form 3, Form 4 or Form 5 and (2) any information statements on Form 13F required
to be filed with the SEC pursuant to Section 13(f) of the Act.
This power of attorney shall be valid from the date hereof until
revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 28th day
of November, 1997.
/s/ Louis M. Bacon
------------------
Louis M. Bacon
