UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Rule
13d-102)
Under
the Securities Exchange Act of 1934
ChinaNet
Online Holdings, Inc.
(Name of
Issuer)
COMMON
STOCK ($0.001 PAR VALUE PER SHARE)
(Title of
Class of Securities)
16949H904
(CUSIP
Number)
Stephen
S. Taylor
c/o
Taylor Asset Management, Inc.
714 S.
Dearborn St. 2nd
Floor
Chicago,
IL 60605
Phone #
(310) 704-1290
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
December
31, 2009
(Date of
Event which Requires Filing of this Statement)
*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).
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Cusip
No.
16949H904
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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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(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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CITIZENSHIP
OR PLACE OF ORGANIZATION
Illinois
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Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
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5
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SOLE
VOTING POWER
1,121,300
shares(1)(2)
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6
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SHARED
VOTING POWER
0
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|
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7
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SOLE
DISPOSITIVE POWER
1,121,300
shares(1)(2)
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|
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8
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SHARED
DISPOSITIVE POWER
0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,121,300
shares(1)(2)
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10
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.7%
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12
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TYPE
OF REPORTING PERSON
IA
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(1) Mr.
Stephen S. Taylor may be deemed to hold an indirect beneficial interest in these
shares, which are directly beneficially owned by Taylor International Fund, Ltd.
(“TIF”). Mr. Taylor is the President of Taylor Asset Management Inc.
(“TAM”), which is the Investment Manager of TIF. 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.
(2) Of
the 1,121,300 shares directly beneficially owned by TAM, 500,000 shares consist
of Series A Convertible Preferred Stock that is convertible into common stock,
par value $0.001 per share (the “Common Stock”); 250,000 shares of Series A-1
Warrants convertible into Common Stock; and 250,000 shares of Series A-2
Warrants convertible into Common Stock. The remaining 121,300 shares
directly beneficially owned by TAM are Common Stock.
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Cusip
No.
16949H904
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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
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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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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
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Number
of Shares Beneficially
Owned
By Each Reporting
Person
With
|
5
|
SOLE
VOTING POWER
1,131,300
shares (1)(2)
|
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6
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SHARED
VOTING POWER
0
|
|
|
7
|
SOLE
DISPOSITIVE POWER
1,131,300
shares (1)(2)
|
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,131,300
shares (1)(2)
|
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
o
|
|
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.7%
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12
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TYPE
OF REPORTING PERSON
IN;IA
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(1)
Consists of 10,000 shares owned by Mr. Stephen S. Taylor's Roth IRA and
1,121,300 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.
(2) Of
the 1,131,300 shares beneficially owned by Mr. Taylor, 500,000 shares consist of
Series A Convertible Preferred Stock that is convertible into Common Stock;
250,000 shares of Series A-1 Warrants convertible into Common Stock; and 250,000
shares of Series A-2 Warrants convertible into Common Stock. The
remaining 131,300 shares beneficially owned by Mr. Taylor are Common
Stock.
SCHEDULE
13D/A
Item
1. Name & Address of Issuer
(a)-(b) This
Schedule 13G relates to ChinaNet Online Holdings, Inc., a Nevada Corporation
(the “Issuer”). The principal executive offices of the Issuer are
located at No.3 Min Zhuang Road, Building 6 Yu Quan Hui Gu Tuspark, Haidian
District, Beijing, PRC 100195.
Item
2. Identity and Background.
(a)-(c)
This Schedule 13G 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, 2nd Floor
Chicago, IL 60605. Mr. Taylor, a citizen of the United States of
America, has a business address at 714 S. Dearborn Street, 2nd Floor
Chicago, IL 60605.
(d)
Common stock, par value $0.001 per share (the “Common Stock”). Of the
1,131,300 shares beneficially owned by the Reporting Party, 500,000 shares
consist of Series A Convertible Preferred Stock that is convertible into Common
Stock; 250,000 shares of Series A-1 Warrants convertible into Common Stock; and
250,000 shares of Series A-2 Warrants convertible into Common
Stock. The remaining 131,300 shares beneficially owned by the
Reporting Party are Common Stock.
(e) CUSIP No.:
16949H904
Item
3.
N/A
Item
4. Ownership
(a) Mr.
Taylor has direct beneficial ownership of 10,000 shares of the Issuer held in an
individual retirement account for his benefit. TIF has direct beneficial
ownership of 1,121,300 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 1,131,300 shares of the Issuer constituting of 6.7% of the Issuer's
shares of Common Stock outstanding as of November 12, 2009.
Item
5.
N/A
Item
6. Ownership of More than 5 Percent on Behalf of Another
Person
N/A
N/A
Item
8. Identification and Classification of Members of the
Group
N/A
Item
9. Notice of Dissolution of Group
N/A
Item
10. Certifications
By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not 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.
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:
January 20, 2010
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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
INDEX
The
following exhibits are filed with this report on Schedule 13G:
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Exhibit
A
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Joint
Filing Agreement dated January 20, 2010 by Taylor International Fund, Ltd.
and Stephen S. Taylor.
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EXHIBIT
A
JOINT
FILING AGREEMENT
THIS
JOINT FILING AGREEMENT (this "Agreement") is made and entered into as of this
20th day of January, 2010, 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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/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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