-----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, NIeUt1Ycm/+74kv/grNuwBlMYGmMxWxWbtQ6ZaWLCyLLLZLA5YFwacjT3OY/XiKj 7BHGx37SXUFdC9O6Q676+Q== 0001104659-03-024634.txt : 20031104 0001104659-03-024634.hdr.sgml : 20031104 20031104162201 ACCESSION NUMBER: 0001104659-03-024634 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20031104 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WAVE SYSTEMS CORP CENTRAL INDEX KEY: 0000919013 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 133477246 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 480 PLEASANT ST CITY: LEE STATE: MA ZIP: 01238 BUSINESS PHONE: 4132431600 MAIL ADDRESS: STREET 1: 480 PLEASANT STREET CITY: LEE STATE: MA ZIP: 01238 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SSP SOLUTIONS INC CENTRAL INDEX KEY: 0001078717 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 330757190 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-61273 FILM NUMBER: 03976625 BUSINESS ADDRESS: STREET 1: 17861 CARTWRIGHT ROAD CITY: IRVINE STATE: CA ZIP: 92614 BUSINESS PHONE: 9498511085 MAIL ADDRESS: STREET 1: 17861 CARTWRIGHT ROAD CITY: IRVINE STATE: CA ZIP: 92614 FORMER COMPANY: FORMER CONFORMED NAME: LITRONIC INC DATE OF NAME CHANGE: 19990208 SC 13D/A 1 a03-4785_1sc13da.htm SC 13D/A

SEC 1746
(11-02)


Potential persons who are to 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.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE
COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13D
(Rule 3d-101)

Estimated average burden hours per response. . 11

 

INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13d-2(a)

Under the Securities Exchange Act of 1934
(Amendment No. 3 TO SCHEDULE 13D)*

SSP SOLUTIONS, INC. (FORMERLY LITRONIC, INC.)

(Name of Issuer)

 

COMMON STOCK, PAR VALUE $0.01 PER SHARE

(Title of Class of Securities)

 

537004 10 3

(CUSIP Number)

 

STEVEN K. SPRAGUE

PRESIDENT AND CHIEF EXECUTIVE OFFICER

WAVE SYSTEMS CORP.

480 PLEASANT STREET, LEE MA 01238

(413) 243-1600

 

With a copy to:

NEIL W. TOWNSEND

BINGHAM MCCUTCHEN, LLP

399 PARK AVENUE

NEW YORK, NEW YORK 10022-4689

(212) 705-7700

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

OCTOBER 28, 2003

(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [     ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-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).

 



 

CUSIP No.   537004 10 3

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
WAVE SYSTEMS CORP.
13-3477246

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 [    ]

 

 

(b)

 [    ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
N/A

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
DELAWARE

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
4,585,583

 

8.

Shared Voting Power
None

 

9.

Sole Dispositive Power
4,585,583

 

10.

Shared Dispositive Power
None

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,585,583

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
16.4731%

 

 

14.

Type of Reporting Person (See Instructions)
CO

 

2



 

SSP SOLUTIONS, INC. SCHEDULE 13D

AMENDMENT NO. 3

 

NOTE:  This Amendment No. 3 amends Amendment No. 2 to the Statement on Schedule 13D filed on April 7, 2003 by Wave Systems Corp. (“Wave”).  This Amendment No. 3 is filed on behalf of Wave.

 

This Amendment No. 3 is being filed to report a material decrease in the amount of the securities of SSP Solutions, Inc. (“SSP”) that Wave beneficially owns.  There has been no change in the information set forth in the responses to Items 1, 2, 3, 4, 6 or 7 of the Schedule 13D.  Accordingly, those Items are omitted from this Amendment No. 3.

 

Item 1.

Security and Issuer

 

 

Item 2.

Identity and Background

 

 

 

Item 3.

Source and Amount of Funds or Other Consideration

 

 

Item 4.

Purpose of Transaction

 

 

 

Item 5.

Interest in Securities of the Issuer

 

Items 5(a), 5(b) and 5(c) are amended to read as follows:

(a)          Wave owns 4,585,583 shares of common stock of SSP, which equal approximately 16.4731% of the total 27,836,733 outstanding shares of common stock of SSP as of October 30, 2003.

(b)         Wave has sole voting and dispositive power to all 4,585,583 shares that it owns.

(c)          On October 28, 2003, Wave sold 100,000 shares of SSP’s common stock on the open market for $1.5048.  On October 30, 2003, Wave sold an additional 100,000 shares of SSP’s common stock on the open market for $1.75.

 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

 

Item 7.

Material to Be Filed as Exhibits

 

 

3



 

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.

 

November 4, 2003

 

Date

 

 

 

WAVE SYSTEMS CORP.

 


/s/Steven K. Sprague

 

Signature

 


Steven K. Sprague,
its President and Chief Executive Officer

 

Name/Title

 

4


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