0001181431-12-000221.txt : 20120103 0001181431-12-000221.hdr.sgml : 20120102 20120103155312 ACCESSION NUMBER: 0001181431-12-000221 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111229 FILED AS OF DATE: 20120103 DATE AS OF CHANGE: 20120103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lowe R Atticus CENTRAL INDEX KEY: 0001407604 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33888 FILM NUMBER: 12501932 MAIL ADDRESS: STREET 1: 2151 ALESSANDRO DRIVE STREET 2: SUITE 100 CITY: VENTURA STATE: CA ZIP: 93001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Helfert Lance W CENTRAL INDEX KEY: 0001407605 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33888 FILM NUMBER: 12501931 MAIL ADDRESS: STREET 1: 2151 ALESSANDRO DRIVE STREET 2: SUITE 100 CITY: VENTURA STATE: CA ZIP: 93001 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Orfalea Paul J CENTRAL INDEX KEY: 0001407606 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33888 FILM NUMBER: 12501930 MAIL ADDRESS: STREET 1: 2151 ALESSANDRO DRIVE STREET 2: SUITE 100 CITY: VENTURA STATE: CA ZIP: 93001 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN DEFENSE SYSTEMS INC CENTRAL INDEX KEY: 0001260996 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS TRANSPORTATION EQUIPMENT [3790] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 230 DUFFY AVENUE CITY: HICKSVILLE STATE: NY ZIP: 11801 BUSINESS PHONE: 516-390-5300 MAIL ADDRESS: STREET 1: 230 DUFFY AVENUE CITY: HICKSVILLE STATE: NY ZIP: 11801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WEST COAST ASSET MANAGEMENT INC CENTRAL INDEX KEY: 0001276537 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33888 FILM NUMBER: 12501933 BUSINESS ADDRESS: STREET 1: 1205 COAST VILLAGE ROAD CITY: MONTECITO STATE: CA ZIP: 93108 BUSINESS PHONE: 8056535333 MAIL ADDRESS: STREET 1: 1205 COAST VILLAGE ROAD CITY: MONTECITO STATE: CA ZIP: 93108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WEST COAST OPPORTUNITY FUND LLC CENTRAL INDEX KEY: 0001405965 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33888 FILM NUMBER: 12501934 BUSINESS ADDRESS: STREET 1: C/O WEST COAST ASSET MANAGEMENT INC STREET 2: 2151 ALESANDRO DRIVE, SUITE 100 CITY: VENTURA STATE: CA ZIP: 93001 BUSINESS PHONE: 805-653-5333 MAIL ADDRESS: STREET 1: C/O WEST COAST ASSET MANAGEMENT INC STREET 2: 2151 ALESANDRO DRIVE, SUITE 100 CITY: VENTURA STATE: CA ZIP: 93001 4 1 rrd329105.xml PRIVATE ADFS SALE X0304 4 2011-12-29 1 0001260996 AMERICAN DEFENSE SYSTEMS INC EAG 0001405965 WEST COAST OPPORTUNITY FUND LLC 1205 COAST VILLAGE ROAD MONTECITO CA 93108 0 0 1 0 0001276537 WEST COAST ASSET MANAGEMENT INC 1205 COAST VILLAGE ROAD MONTECITO CA 93108 0 0 1 0 0001407604 Lowe R Atticus 1205 COAST VILLAGE ROAD MONTECITO CA 93108 0 0 1 0 0001407605 Helfert Lance W 1205 COAST VILLAGE ROAD MONTECITO CA 93108 0 0 1 0 0001407606 Orfalea Paul J 1205 COAST VILLAGE ROAD MONTECITO CA 93108 0 0 1 0 Common Stock 2011-12-29 2011-12-29 4 P 0 1833134 .025 D 11161689 D Common Stock 2011-12-29 2011-12-29 4 P 0 4569510 .023 D 6592179 D Common Stock 2011-12-29 2011-12-29 4 P 0 4569510 .023 D 2022669 D Common Stock 2011-12-29 2011-12-29 4 P 0 1200000 .0219 D 822669 D Common Stock 2011-12-29 2011-12-29 4 P 0 822669 .0219 D 0 D Option to Purchase Common Stock .075 2011-12-29 4 P 0 1803836 A 2012-06-29 2012-12-31 Common Stock 1803836 1803836 D Option to Purchase Common Stock .075 2011-12-29 4 P 0 1598082 A 2012-06-29 2012-12-31 Common Stock 1598082 3401918 D Option to Purchase Common Stock 0.075 2011-12-29 4 P 0 1598082 A 2012-06-29 2012-12-31 Common Stock 1598082 5000000 D Pursuant to the Purchase and Option Agreement effecting this transaction, in addition to the cash consideration the purchaser granted back options to purchase 1,803,836 shares of common stock described in Table II. Pursuant to the Purchase and Option Agreement effecting this transaction, in addition to the cash consideration the purchaser granted back options to purchase 1,598,082 shares of common stock described in Table II. These options were granted back pursuant to a Purchase and Option Agreement entered into in connection with the sale of 1,833,134 shares of common stock described in Table I. These options were granted back pursuant to a Purchase and Option Agreement entered into in connection with the sale of 4,569,510 shares of common stock described in Table I. West Coast Asset Management, Inc. (the "Investment Manager") is the investment manager to separately managed accounts, some of which are affiliated with the Reporting Persons (the "Accounts"). The Accounts directly own all of the shares reported herein. Atticus Lowe, Lance Helfert and Paul Orfalea serve on the investment committee of the Investment Manager. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose. /s/ West Coast Opportunity Fund, LLC By: West Coast Asset Management, Inc., its Managing Member /s/ By: Diana Pereira Chief Financial Officer By: Power of Attorney 2011-01-03 Atticus Lowe By: Diana Pereira By: Power of Attorney 2011-01-03 Paul Orfalea By: Diana Pereira By: Power of Attorney 2011-01-03 Lance Helfert By: Diana Pereira By: Power of Attorney 2011-01-03 West Coast Asset Management, Inc. By Diana Pereira, Chief Financial Officer 2011-01-03