-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RZhPSUptU1LEnNybRid+wEcmevu36uuV6wMbL/Ryp+py4ILKEOCHI76Z6XLc35uc U7+wF3D05t5YI7GgK3zaOg== 0000929638-05-000275.txt : 20051219 0000929638-05-000275.hdr.sgml : 20051219 20051219170449 ACCESSION NUMBER: 0000929638-05-000275 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20051219 DATE AS OF CHANGE: 20051219 GROUP MEMBERS: BRIAN WARNER GROUP MEMBERS: PERFORMANCE CAPITAL II, L.P. GROUP MEMBERS: PERFORMANCE CAPITAL, L.P. GROUP MEMBERS: PERFORMANCE MANAGEMENT, LLC FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PERFORMANCE CAPTIAL LLC CENTRAL INDEX KEY: 0001254353 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2125934538 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERITRANS CAPITAL CORP CENTRAL INDEX KEY: 0001064015 IRS NUMBER: 522102424 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-57351 FILM NUMBER: 051273284 BUSINESS ADDRESS: STREET 1: 747 THIRD AVENUE STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2123552449 MAIL ADDRESS: STREET 1: 747 THIRD AVENUE STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 acc13g.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13G

 

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)

(Amendment No. )*

        Ameritrans Capital Corporation  

(Name of Issuer)

                                             Common Stock, par value $0.0001 per share                                          

(Title of Class of Securities)

        No. 03073H108    

(CUSIP Number)

                                                                 December 5, 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)

 

x

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 (“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).

 

 

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                         Page 2 of 12

 

 

 

 

 

1

 

 

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)

 

Performance Capital, L.P.

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) x

                                                                                                            (b) o

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

New York

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON WITH

 

5

SOLE VOTING POWER

 

230,138 (See Item 4)

 

6

SHARED VOTING POWER

 

NONE

 

7

SOLE DISPOSITIVE POWER

 

230,138 (See Item 4)

 

8

SHARED DISPOSITIVE POWER


NONE

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

230,138 (See Item 4)

 

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                o

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.4% (based on 2,744,975 shares outstanding at 12/05/05, including 46,028 shares which may be acquired upon exercise of warrants) (See Item 4)

 

 

12

TYPE OF REPORTING PERSON

 

PN

 

 

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                         Page 3 of 12

 

 

 

 

 

1

 

 

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)

 

Performance Capital II, L.P.

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) x

                                                                                                            (b) o

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

New York

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON WITH

 

5

SOLE VOTING POWER

 

101,112 (See Item 4)

 

6

SHARED VOTING POWER

 

NONE

 

7

SOLE DISPOSITIVE POWER

 

101,112 (See Item 4)

 

8

SHARED DISPOSITIVE POWER


NONE

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

101,112 (See Item 4)

 

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                o

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

3.7% (based on 2,719,169 shares outstanding at 12/05/05, including 20,222 shares which may be acquired upon exercise of warrants) (See Item 4)

 

 

12

TYPE OF REPORTING PERSON

 

PN

 

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                         Page 4 of 12

 

 

 

 

1

 

 

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)

 

Performance Capital, LLC

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) x

                                                                                                            (b) o

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

New York

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON WITH

 

5

SOLE VOTING POWER

 

230,138 (See Item 4)

 

6

SHARED VOTING POWER

 

NONE

 

7

SOLE DISPOSITIVE POWER

 

230,138 (See Item 4)

 

8

SHARED DISPOSITIVE POWER


NONE

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

230,138 (See Item 4)

 

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                o

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.4% (based on 2,744,975 shares outstanding at 12/05/05, including 46,028 shares which may be acquired upon exercise of warrants) (See Item 4)

 

 

12

TYPE OF REPORTING PERSON

 

OO

 

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                         Page 5 of 12

 

 

 

 

1

 

 

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)

 

Performance Management, LLC

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) x

                                                                                                            (b) o

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

New York

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON WITH

 

5

SOLE VOTING POWER

 

101,112 (See Item 4)

 

6

SHARED VOTING POWER

 

NONE

 

7

SOLE DISPOSITIVE POWER

 

101,112 (See Item 4)

 

8

SHARED DISPOSITIVE POWER


NONE

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

101,112 (See Item 4)

 

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                o

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

3.7% (based on 2,719,169 shares outstanding at 12/05/05, including 20,222 shares which may be acquired upon exercise of warrants) (See Item 4)

 

 

12

TYPE OF REPORTING PERSON

 

OO

 

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                         Page 6 of 12

 

 

 

 

1

 

 

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)

 

Brian Warner

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP         (a) x

                                                                                                            (b) o

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON WITH

 

5

SOLE VOTING POWER

 

331,250 (See Item 4)

 

6

SHARED VOTING POWER

 

NONE

 

7

SOLE DISPOSITIVE POWER

 

331,250 (See Item 4)

 

8

SHARED DISPOSITIVE POWER


NONE

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

331,250 (See Item 4)

 

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                o

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

12.0% (based on 2,765,850 shares outstanding at 12/05/05, including 66,250 shares which may be acquired upon exercise of warrants) (See Item 4)

 

12

TYPE OF REPORTING PERSON

 

IN

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                          Page 7 of 12

 

 

Item 1(a).

Name of Issuer:

Ameritrans Capital Corporation, a Delaware corporation (the “Issuer”).

 

Item 1(b).

Address of Issuer’s Principal Executive Offices:

747 Third Avenue, 4th Floor

New York, New York 10017

Items 2(a),

(b) and (c).

Name of Persons Filing, Address of Principal Business Office and

 

Citizenship:

 

This Schedule 13G is being filed on behalf of (i) Performance Capital, L.P., a New York limited partnership (“PC I”); (ii) Performance Capital II, L.P., a New York limited partnership (“PC II”); (iii) Performance Capital, LLC, a New York limited liability company (PC LLC”); (iv) Performance Management, LLC, a New York limited liability company (“PM LLC”); and (v) Brian Warner, a citizen of the United States (“BW”, together with PC I, PC II, PC LLC and PM LLC, the “Group” each member of the Group being hereinafter referred to individually as a “Member” and collectively as “Members”).

PC LLC is the sole general partner of PC I and BW is a member and the sole manager of PC LLC. PM LLC is the sole general partner of PC II and BW is a member and the sole manager of PM LLC. The address of the principal office of each of PC I, PC II, PC LLC, PM LLC and BW is 767 Third Avenue 16th Floor, New York, NY 10017.

The Members have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 1, pursuant to which the Members have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended.

Item 2(d).

Title of Class of Securities:

Common Stock, par value $0.0001 per share, of the Issuer (the “Ameritrans Common Shares”).

 

Item 2(e).

CUSIP Number:

No. 03073H108

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Not applicable.

Item 4.

Ownership.

 

 

(a)

Amount beneficially owned:

 

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                          Page 8 of 12

 

 

The Group beneficially owns 331,250 Ameritrans Common Shares.

 

(b)

Percent of Class:

Based on 2,765,850 Ameritrans Common Shares outstanding as of December 5, 2005, the Group holds approximately 12.0% of the issued and outstanding Ameritrans Common Shares.

 

 

(c)

Number of shares to which such person has:

 

 

 

(i)

Sole power to vote or direct the vote: 331,250

 

(ii)

Shared power to vote or direct the vote: None

 

(iii)

Sole power to dispose or to direct the disposition of: 331,250

 

(iv)

Shared power to dispose of or direct the disposition of: None

 

On December 5, 2005, PC I acquired (i) 184,110 Ameritrans Common Shares and (ii) warrants to acquire 46,028 Ameritrans Common Shares, exercisable for a period of five years, with such Ameritrans Common Shares to have an exercise price of $6.44 per share (the “PC I Warrants”). Each of PC LLC, in its capacity as general partner of PC I, and BW, in his capacity as manager of PC LLC, all of whom may be deemed a beneficial owner of the Ameritrans Common Shares held by PC I and the Ameritrans Common Shares underlying the PC I Warrants, disclaim beneficial ownership of the reported securities except to the extent of each of their respective pecuniary interests therein.

On December 5, 2005, PC II acquired (i) 80,890 Ameritrans Common Shares and (ii) warrants to acquire 20,222 Ameritrans Common Shares, exercisable for a period of five years, with such Ameritrans Common Shares to have an exercise price of $6.44 per share (the “PC II Warrants”). Each of PM LLC, in its capacity as general partner of PC II, and BW, in his capacity as manager of PM LLC, all of whom may be deemed a beneficial owner of the shares of Ameritrans Common Shares held by PC II and the Ameritrans Common Shares underlying the PC II Warrants, disclaim beneficial ownership of the reported securities except to the extent of each of their respective pecuniary interests therein.

 

 

Item 5.

Ownership of Five Percent or Less of a Class.

Not Applicable.

_________________________

         Pursuant to Rule 13d-3(d)(1)(i)(D), the 2,765,850 Ameritrans Common Shares outstanding as of December 5, 2005 include 66,250 shares which may be acquired by the Group through the exercise of the warrants described in Item 4(c).

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                          Page 9 of 12

 

 

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 By the Parent Holding Company.

Not Applicable.

 

Item 8.

Identification and Classification of Members of the Group.

See Exhibit 1.

Item 9.

Notice of Dissolution of a 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.

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                          Page 10 of 12

 

 

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:

December 19, 2005

PERFORMANCE CAPITAL, L.P.

By: Performance Capital, LLC,

 

its general partner

By:/s/ Brian Warner              

 

Brian Warner, Manager

PERFORMANCE CAPITAL II, L.P.

By: Performance Management, LLC,

 

its general partner

By:/s/ Brian Warner              

 

Brian Warner, Manager

PERFORMANCE CAPITAL, LLC

By:/s/ Brian Warner              

 

Brian Warner, Manager

PERFORMANCE MANAGEMENT, LLC

By:/s/ Brian Warner              

 

Brian Warner, Manager

/s/ Brian Warner              

BRIAN WARNER

 

                                                           

 

 

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                         Page 11 of 12

 

 

Exhibit 1

 

JOINT FILING AGREEMENT

 

JOINT FILING AGREEMENT made as of this 19th day of December, 2005 by and among PERFORMANCE CAPITAL, L.P., a New York limited partnership ("PC I"); PERFORMANCE CAPITAL II, L.P., a New York limited partnership ("PC II"); PERFORMANCE CAPITAL, LLC, a New York limited liability company (PC LLC”); PERFORMANCE MANAGEMENT, LLC, a New York limited liability company (“PM LLC”); and BRIAN WARNER (“BW”).

WHEREAS, PC I, PC II, PC LLC, PM LLC and BW collectively beneficially own more than five (5%) percent of the issued and outstanding common stock, $0.0001 par value of Ameritrans Capital Corporation (“Ameritrans Common Shares”), a Delaware corporation; and

WHEREAS, pursuant to Section 13(g) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder, the parties hereto are required to file a Schedule 13G with the Securities and Exchange Commission ("SEC").

NOW, THEREFORE, the parties agree as follows:

1.     The parties agree to jointly file a Schedule 13G with the SEC regarding the beneficial ownership of Ameritrans Common Shares and to file any and all amendments and supplements thereto, and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.

2.     The parties agree that each party hereto is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided, however, that no party is responsible for the completeness or accuracy of the information concerning any other party making the filing, unless such party knows or has reason to believe that such information is inaccurate.

3.     This Joint Filing Agreement contains the entire agreement among the parties concerning the subject matter hereof and may not be amended, modified or changed except pursuant to a written instrument signed by all parties.

 

 

SCHEDULE 13G

CUSIP No. 03073H108                                                                                                                               Page 12 of 12

 

 

IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement as of the date first above written.

PERFORMANCE CAPITAL, L.P.

By: Performance Capital, LLC,

 

its general partner

By: /s/ Brian Warner              

 

Brian Warner, Manager

PERFORMANCE CAPITAL II, L.P.

By: Performance Management, LLC,

 

its general partner

By: /s/ Brian Warner              

 

Brian Warner, Manager

PERFORMANCE CAPITAL, LLC

By:/s/ Brian Warner              

 

Brian Warner, Manager

PERFORMANCE MANAGEMENT, LLC

By:/s/ Brian Warner              

 

Brian Warner, Manager

/s/ Brian Warner              

BRIAN WARNER

 

                                                           

 

 

 

 

 

 

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