-----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, Ai66RHo3BaR0Rqn6pRI/ggFCrZfY+PgjRlvcI29PirVGyqTQa2iiC8yYNU6oqd+e n7xqpEcBb1kru93luYqPOg== 0001193125-07-161613.txt : 20070725 0001193125-07-161613.hdr.sgml : 20070725 20070725145913 ACCESSION NUMBER: 0001193125-07-161613 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20070725 DATE AS OF CHANGE: 20070725 GROUP MEMBERS: SHAMROCK ACTIVIST VALUE FUND GP, L.L.C. GROUP MEMBERS: SHAMROCK ACTIVIST VALUE FUND II, L.P. GROUP MEMBERS: SHAMROCK ACTIVIST VALUE FUND III, L.P. GROUP MEMBERS: SHAMROCK PARTNERS ACTIVIST VALUE FUND, L.L.C. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COLLECTORS UNIVERSE INC CENTRAL INDEX KEY: 0001089143 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 330846191 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-59779 FILM NUMBER: 07999215 BUSINESS ADDRESS: STREET 1: COLLECTORS UNIVERSE, INC. STREET 2: 1921 E. ALTON AVENUE CITY: SANTA ANA STATE: CA ZIP: 92705 BUSINESS PHONE: 9495671234 MAIL ADDRESS: STREET 1: COLLECTORS UNIVERSE, INC. STREET 2: 1921 E. ALTON AVENUE CITY: SANTA ANA STATE: CA ZIP: 92705 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Shamrock Activist Value Fund L P CENTRAL INDEX KEY: 0001306697 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 4444 LAKESIDE DR CITY: BURBANK STATE: CA ZIP: 91505 BUSINESS PHONE: 818-973-4444 MAIL ADDRESS: STREET 1: 4444 LAKESIDE DR CITY: BURBANK STATE: CA ZIP: 91505 FORMER COMPANY: FORMER CONFORMED NAME: Shamrock Governance Fund LP DATE OF NAME CHANGE: 20041021 SC 13D/A 1 dsc13da.htm AMENDMENT NO. 8 TO SCHEDULE 13D Amendment No. 8 to Schedule 13D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 8)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE

13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)*

 

 

 

Collectors Universe, Inc.

(Name of Issuer)

 

 

Common Shares, $.001 Par Value

(Title of Class of Securities)

 

 

19421R200

(CUSIP Number)

 

 

David K. Robbins, Esq.

Bingham McCutchen LLP

355 South Grand Avenue, Suite 4400

Los Angeles, CA 90071

(213) 680-6400

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

 

 

July 23, 2007

(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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 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 Rule 13d-7(b) 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, as amended (“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 13D

CUSIP No. 19421R200

 

  1  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

            Shamrock Activist Value Fund, L.P. – 35-2239069

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

            WC

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

            Not Applicable

 

¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7    SOLE VOTING POWER

 

                0

 

  8    SHARED VOTING POWER

 

                731,911 Common Shares*

 

  9    SOLE DISPOSITIVE POWER

 

                0

 

10    SHARED DISPOSITIVE POWER

 

                731,911 Common Shares*

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            731,911 Common Shares*

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            8.65%*

   
14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

            PN

   

* See Item 5 hereof.


SCHEDULE 13D

CUSIP No. 19421R200

 

  1  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

            Shamrock Activist Value Fund II, L.P. – 55-0908199

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

            WC

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

            Not Applicable

 

¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            Virginia

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7    SOLE VOTING POWER

 

                0

 

  8    SHARED VOTING POWER

 

                361,509 Common Shares*

 

  9    SOLE DISPOSITIVE POWER

 

                0

 

10    SHARED DISPOSITIVE POWER

 

                361,509 Common Shares*

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            361,509 Common Shares*

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            4.27%*

   
14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

            PN

   

* See Item 5 hereof.


SCHEDULE 13D

CUSIP No. 19421R200

 

  1  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

            Shamrock Activist Value Fund III, L.P. – 11-3768779

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

            WC

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

            Not Applicable

 

¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7    SOLE VOTING POWER

 

                0

 

  8    SHARED VOTING POWER

 

                63,513 Common Shares*

 

  9    SOLE DISPOSITIVE POWER

 

                0

 

10    SHARED DISPOSITIVE POWER

 

                63,513 Common Shares*

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            63,513 Common Shares*

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            .75%*

   
14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

            PN

   

* See Item 5 hereof.


SCHEDULE 13D

CUSIP No. 19421R200

 

  1  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

            Shamrock Activist Value Fund GP, L.L.C. –37-1497874

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

            Not Applicable

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

            Not Applicable

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7    SOLE VOTING POWER

 

                0

 

  8    SHARED VOTING POWER

 

                1,156,933 Common Shares*

 

  9    SOLE DISPOSITIVE POWER

 

                0

 

10    SHARED DISPOSITIVE POWER

 

                1,156,933 Common Shares*

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            1,156,933 Common Shares*

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

  ¨
13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            13.67%*

   
14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

            OO

   

* See Item 5 hereof.


SCHEDULE 13D

CUSIP No. 19421R200

 

  1  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

            Shamrock Partners Activist Value Fund, L.L.C. – 87-0733755

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

            Not Applicable

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

            Not Applicable

 

¨

 

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7    SOLE VOTING POWER

 

                1,156,933 Common Shares*

 

  8    SHARED VOTING POWER

 

                0

 

  9    SOLE DISPOSITIVE POWER

 

                1,156,933 Common Shares*

 

10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            1,156,933 Common Shares*

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            13.67%*

   
14  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

            OO

   

 


INTRODUCTION

This statement amends the Schedule 13D (the “Schedule 13D”) dated December 13, 2005, as modified by amendments dated March 1, 2006, April 11, 2006, July 24, 2006, December 19, 2006, May 22, 2007, June 8, 2007 and June 14, 2007 (the “Amended Schedule 13D”), by Shamrock Activist Value Fund, L.P., a Delaware limited partnership (“SAVF”), Shamrock Activist Value Fund II, L.P., a Virginia limited partnership (“SAVF II”), Shamrock Activist Value Fund III, L.P., a Delaware limited partnership (“SAVF III” and, together with SAVF and SAVF II, the “Shamrock Activist Value Fund”), Shamrock Activist Value Fund GP, L.L.C., a Delaware limited liability company (the “General Partner”), and Shamrock Partners Activist Value Fund, L.L.C., a Delaware limited liability company (“Shamrock Partners” and, collectively with SAVF, SAVF II, SAVF III and the General Partner, the “Reporting Persons”), with respect to Common Shares, $.001 par value per share (“Common Shares”), of Collectors Universe, Inc., a Delaware corporation (the “Company”). Capitalized terms used and not defined in this Amendment No. 8 shall have the meanings set forth in the Amended Schedule 13D. Except as specifically provided herein, this Amendment No. 8 does not modify any of the information previously reported in the Amended Schedule 13D.

1. ITEM 3 OF THE SCHEDULE 13D IS HEREBY AMENDED TO ADD THE FOLLOWING INFORMATION:

 

ITEM 3. Source and Amount of Funds or Other Consideration.

The total amount of funds used by SAVF to purchase the 18,271 Common Shares acquired by it on and after June 14, 2007 (the date this Schedule 13D was last amended) was $255,758 (excluding brokerage commissions). All of such funds were derived from capital contributions to SAVF.

The total amount of funds used by SAVF II to purchase the 3,367 Common Shares acquired by it on and after June 14, 2007 (the date this Schedule 13D was last amended) was $47,132 (excluding brokerage commissions). All of such funds were derived from capital contributions to SAVF II.

The total amount of funds used by SAVF III to purchase the 599 Common Shares acquired by it on and after June 14, 2007 (the date this Schedule 13D was last amended) was $8,386 (excluding brokerage commissions). All of such funds were derived from capital contributions to SAVF III.


2. ITEM 4 OF THE AMENDED SCHEDULE 13D IS HEREBY AMENDED TO ADD THE FOLLOWING INFORMATION:

 

ITEM 4. Purpose of Transaction.

Effective as of July 23, 2007, Michael J. McConnell was elected to the Board of Directors of the Company. Mr. McConnell is a Managing Director of Shamrock Capital Advisors, Inc., the investment manager for the Shamrock Activist Value Fund.

Concurrently with his election to the Board, Mr. McConnell entered into an agreement with the Company (the “Letter Agreement”), pursuant to which the Company expressed its intention that Mr. McConnell would be included as one of management’s nominees for election to the Board of Directors at the Company’s upcoming Annual Meeting of Stockholders to be held on December 5, 2007.

The Letter Agreement also provided that, at such time as either (i) the Reporting Persons own, in the aggregate, less than five percent (5%) of the Company’s outstanding Common Stock (for reasons other than dilution caused by the Company’s issuance of new securities) or (ii) Mr. McConnell is no longer affiliated with the Reporting Persons, Mr. McConnell will tender his resignation as a director. The Board of Directors of the Company, will have the opportunity, but not the obligation, to accept Mr. McConnell’s resignation.

Pursuant to the Letter Agreement, if Mr. McConnell is no longer affiliated with the Reporting Persons, as long as the Reporting Persons continue to own five percent (5%) or more of the Company’s outstanding Common Stock, the Reporting Persons shall have the right to recommend to the Nominating and Governance Committee of the Board of Directors of the Company, for its consideration, a candidate for appointment or election to the Board of Directors.

The foregoing description of the Letter Agreement is qualified in its entirety by the complete text of the agreement which is attached hereto as Exhibit 13 and incorporated herein by this reference.


3. ITEM 5 OF THE SCHEDULE 13D IS HEREBY AMENDED TO ADD THE FOLLOWING INFORMATION:

 

ITEM 5. Interests in Securities of the Issuer.

(a), (b) SAVF, SAVF II and SAVF III are controlled by the General Partner. As a result, each of SAVF, SAVF II and SAVF III may be deemed members of a group and may be deemed to beneficially own for purposes of Section 13(d) the shares beneficially owned for such purposes by the other.

SAVF is the owner of 731,911 Common Shares, which represents approximately 8.65% of the issued and outstanding Common Shares. SAVF II is the owner of 361,509 Common Shares, which represents approximately 4.27% of the issued and outstanding Common Shares. SAVF III is the owner of 63,513 Common Shares, which represents approximately 0.75% of the issued and outstanding Common Shares. Accordingly, the Shamrock Activist Value Fund owns 1,156,933 Common Shares, which represents approximately 13.67% of the issued and outstanding Common Shares.

As the general partner of each of SAVF, SAVF II and SAVF III, the General Partner may be deemed to beneficially own the 1,156,933 Common Shares owned by the Shamrock Activist Value Fund, constituting approximately 13.67% of the issued and outstanding Common Shares. As the managing member of the General Partner, Shamrock Partners may be deemed to beneficially own the 1,156,933 Common Shares owned by Shamrock Activist Value Fund, constituting approximately 13.67% of the issued and outstanding Common Shares. Shamrock Partners has sole voting and dispositive power with respect to the 1,156,933 Common Shares owned by Shamrock Activist Value Fund by virtue of its authority to vote and dispose of such Common Shares. Finally, each of the controlling persons of Shamrock Partners may be deemed to beneficially own the 1,156,933 Common Shares owned by Shamrock Activist Value Fund, pursuant to Rule 13d-3 under the Act. Those controlling persons were identified in Item 2 of the Schedule 13D, as previously filed.

The percentage of ownership figures set forth above and in this response to Items 5(a) and 5(b) assumes that 8,463,711 Common Shares were outstanding as of April 25, 2007 based on the information contained in the Company’s Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on May 10, 2007.

(c) From and after the date this Schedule 13D was last amended (June 14, 2007), SAVF, SAVF II and SAVF III acquired Common Shares on such dates, in such amounts and at such per share prices (excluding brokerage fees) as indicated on the Schedule of Transactions attached hereto as Exhibit 14 and incorporated herein by reference. All such transactions were effected in the open market on the NASDAQ National Market.


Except as set forth above, none of the Reporting Persons beneficially owns any Common Shares or has effected any transactions in Common Shares on the date of, and after, the filing of the Amended Schedule 13D.

(d) Not applicable.

(e) Not applicable.

4. ITEM 7 OF THE AMENDED SCHEDULE 13D IS HEREBY AMENDED TO ADD THE FOLLOWING INFORMATION:

 

ITEM 7. Material to be Filed as Exhibits.

 

   

Document

Exhibit 13 –   Letter Agreement, dated July 23, 2007, between Michael J. McConnell and Collectors Universe, Inc.
Exhibit 14   Schedule of Transactions
Exhibit 15 –   Joint Filing Agreement, dated March 1, 2006, among Shamrock Activist Value Fund, L.P., Shamrock Activist Value Fund II, L.P., Shamrock Activist Value Fund III, L.P., Shamrock Activist Value Fund GP, L.L.C. and Shamrock Partners Activist Value Fund, L.L.C.


SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.

Date: July 24, 2007

 

SHAMROCK ACTIVIST VALUE FUND, L.P.
By:  

Shamrock Activist Value Fund GP, L.L.C.,

its general partner

By:  

Shamrock Partners Activist Value Fund, L.L.C.,

its managing member

By:  

/s/ Michael J. McConnell

Name:   Michael J. McConnell
Title:   Vice President
SHAMROCK ACTIVIST VALUE FUND II, L.P.
By:  

Shamrock Activist Value Fund GP, L.L.C.,

its general partner

By:  

Shamrock Partners Activist Value Fund, L.L.C.,

its managing member

By:  

/s/ Michael J. McConnell

Name:   Michael J. McConnell
Title:   Vice President
SHAMROCK ACTIVIST VALUE FUND III, L.P.
By:  

Shamrock Activist Value Fund GP, L.L.C.,

its general partner

By:  

Shamrock Partners Activist Value Fund, L.L.C.,

its managing member

By:  

/s/ Michael J. McConnell

Name:   Michael J. McConnell
Title:   Vice President


SHAMROCK ACTIVIST VALUE FUND GP, L.L.C.
By:  

Shamrock Partners Activist Value Fund, L.L.C.,

its managing member

By:  

/s/ Michael J. McConnell

Name:   Michael J. McConnell
Title:   Vice President
SHAMROCK PARTNERS ACTIVIST VALUE FUND, L.L.C.
By:  

/s/ Michael J. McConnell

Name:   Michael J. McConnell
Title:   Vice President


Exhibit Index

 

    

Document

Exhibit 13 –    Letter Agreement, dated July 23, 2007, between Michael J. McConnell and Collectors Universe, Inc.
Exhibit 14    Schedule of Transactions
Exhibit 15 –    Joint Filing Agreement, dated March 1, 2006, among Shamrock Activist Value Fund, L.P., Shamrock Activist Value Fund II, L.P., Shamrock Activist Value Fund III, L.P., Shamrock Activist Value Fund GP, L.L.C. and Shamrock Partners Activist Value Fund, L.L.C.
EX-99.13 2 dex9913.htm LETTER AGREEMENT, DATED JULY 23, 2007 Letter Agreement, dated July 23, 2007

Exhibit 13

[LOGO OF COLLECTORS UNIVERSE]

COLLECTORS UNIVERSE

July 23, 2007

VIA EMAIL AND OVERNIGHT COURIER

Mr. Michael J. McConnell

Shamrock Activist Value Fund GP LLC

4444 Lakeside Drive,

Burbank, California 91505

Dear Michael:

As I informed you today, the Nominating & Governance Committee of the Board of Directors has completed its review and consideration of your qualifications to serve as a member of the Board of Directors of Collectors Universe, Inc. The members of that Committee and the other Directors were very impressed with your qualifications and experience, your expressed commitment to devote the time and effort required of members of the Board and to act in the best interests of all of the Company’s stockholders, and believe that, as a member of the Board, you will be able to make significant contributions to the future success of the Company.

Accordingly, I am pleased to inform you, on behalf of the Board of Directors, that the Nominating and Governance Committee of the Board of Directors has unanimously approved your election, and by unanimous vote the Board of Directors has elected you, as a member of the Company’s Board of Directors, subject to your affirmation of the following understandings and agreements:

1. At such time as either (i) the Shamrock Funds own, in the aggregate, less than five percent of the Company’s outstanding Common Stock (for reasons other than dilution caused by the Company’s issuance of new securities) or (ii) you are no longer affiliated with the Shamrock Funds, you will tender your resignation as a director. The Board will have the opportunity, but not the obligation, to accept that resignation.

2. In the event that you cease to be affiliated with Shamrock Funds at a time when the Shamrock Funds own, in the aggregate, five percent or more of the Company’s outstanding Common Stock, the Shamrock Funds will be entitled, in accordance with the corporate governance policies of the Company, which are described in its 2006 Proxy Statement, to recommend to the Nominating and Governance Committee, for its consideration, a candidate for appointment or election to the Board of Directors.


Page 2

Upon your execution and delivery of this letter in the place provided below, affirming the above understandings and agreements, your election as a member of the Company’s Board of Directors shall be effective.

Also, as we discussed, it is the intention of the Board of Directors that you would be nominated as one of management’s nominees for election to the Board of Directors at the upcoming Annual Meeting of Stockholders to be held on December 5, 2007.

In closing, I would like to note that all of us sincerely look forward to your active participation as a member of the Board of Directors.

 

Very truly yours,
Collectors Universe, Inc.
/s/ Michael R. Haynes

Michael R. Haynes, Chief Executive Officer

 

Agreed & Affirmed,
this 23 day of July, 2007:

/s/ Michael J. McConnell

Michael J. McConnell

EX-99.14 3 dex9914.htm SCHEDULE OF TRANSACTIONS Schedule of Transactions

Exhibit 14

Schedule of Transactions

Shamrock Activist Value Fund, L.P.

 

Date

   Number of
Common Shares
   Price Per Common
Shares in $US*
   Total
Purchase Price

06/14/07

   1,150    $ 14.0000    $ 16,100

06/15/07

   245    $ 14.0000    $ 3,430

06/18/07

   4,109    $ 13.9970    $ 57,514

06/19/07

   2,521    $ 14.0000    $ 35,294

06/20/07

   245    $ 14.0000    $ 3,430

06/21/07

   2,384    $ 14.0000    $ 33,376

06/22/07

   3,428    $ 13.9977    $ 47,984

06/25/07

   4,109    $ 13.9968    $ 57,513

06/26/07

   80    $ 13.9600    $ 1,117
              

Total Common Shares

   18,271       $ 255,758.00

Shamrock Activist Value Fund II, L.P.

 

Date

   Number of
Common Shares
   Price Per Common
Shares in $US*
   Total
Purchase Price

06/14/07

   212    $ 14.0000    $ 2,968

06/15/07

   46    $ 14.0000    $ 644

06/18/07

   757    $ 13.9970    $ 10,596

06/19/07

   463    $ 14.0000    $ 6,482

06/20/07

   46    $ 14.0000    $ 644

06/21/07

   439    $ 14.0000    $ 6,146

06/22/07

   631    $ 13.9977    $ 8,833

06/25/07

   757    $ 13.9968    $ 10,596

06/26/07

   16    $ 13.9600    $ 223
              

Total Common Shares

   3,367       $ 47,132.00

 


Shamrock Activist Value Fund III, L.P.

 

Date

   Number of
Common Shares
   Price Per Common
Shares in $US*
   Total
Purchase Price

06/14/07

   38    $ 14.0000    $ 532

06/15/07

   9    $ 14.0000    $ 126

06/18/07

   134    $ 13.9970    $ 1,876

06/19/07

   82    $ 14.0000    $ 1,148

06/20/07

   9    $ 14.0000    $ 126

06/21/07

   77    $ 14.0000    $ 1,078

06/22/07

   112    $ 13.9977    $ 1,568

06/25/07

   134    $ 13.9968    $ 1,876

06/26/07

   4    $ 13.9600    $ 56
              

Total Common Shares

   599       $ 8,386.00

* Excludes Brokerage Commissions
EX-99.15 4 dex9915.htm JOINT FILING AGREEMENT, DATED MARCH 1, 2006 Joint Filing Agreement, dated March 1, 2006

Exhibit 15

AGREEMENT

JOINT FILING OF SCHEDULE 13D AND ALL FUTURE AMENDMENTS TO SCHEDULE

13D

Each of the undersigned hereby agrees to file jointly the Statement on Schedule 13D to which this Agreement is attached, and any amendments to the Statement on Schedule 13D (the “Schedule 13D”) with respect to Common Shares of Collectors Universe, Inc. which may be deemed necessary, pursuant to Regulation 13D under the Securities Exchange Act of 1934.

It is understood and agreed that each of the parties hereto is responsible for the timely filing of such statement and any future amendments to the Schedule 13D, and for the completeness and accuracy of the information concerning such party contained therein, but such party is not responsible for the completeness or accuracy of information concerning any other party unless such party knows or has reason to believe that such information is inaccurate.

It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to the Statement on the Schedule 13D, and any future amendments to the Schedule 13D, filed on behalf of each of the parties hereto. This Agreement amends and entirely supercedes the Joint Filing Agreement dated December 13, 2005 among Shamrock Activist Value Fund, L.P., Shamrock Activist Value Fund II, L.P., Shamrock Activist Value Fund GP, L.L.C. and Shamrock Partners Activist Value Fund, L.L.C.

Date: March 1, 2006

 

SHAMROCK ACTIVIST VALUE FUND, L.P.
By:  

Shamrock Activist Value Fund GP, L.L.C.,

its general partner

By:

  Shamrock Partners Activist Value Fund, L.L.C., its managing member

By:

 

/s/ Michael J. McConnell

Name:

  Michael J. McConnell

Title:

  Vice President


SHAMROCK ACTIVIST VALUE FUND II, L.P.
By:  

Shamrock Activist Value Fund GP, L.L.C.,

its general partner

By:   Shamrock Partners Activist Value Fund, L.L.C., its managing member
By:  

/s/ Michael J. McConnell

Name:   Michael J. McConnell

Title:

  Vice President
SHAMROCK ACTIVIST VALUE FUND III, L.P.
By:  

Shamrock Activist Value Fund GP, L.L.C.,

its general partner

By:

  Shamrock Partners Activist Value Fund, L.L.C., its managing member

By:

 

/s/ Michael J. McConnell

Name:

  Michael J. McConnell

Title:

  Vice President
SHAMROCK ACTIVIST VALUE FUND GP, L.L.C.
By:   Shamrock Partners Activist Value Fund, L.L.C., its managing member
By:  

/s/ Michael J. McConnell

Name:

  Michael J. McConnell

Title:

  Vice President
SHAMROCK PARTNERS ACTIVIST VALUE FUND, L.L.C.
By:  

/s/ Michael J. McConnell

Name:   Michael J. McConnell
Title:   Vice President
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