UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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X-Rite, Incorporated
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(Name of Issuer)
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Common Stock, par value $0.10 per share
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(Title of Class of Securities)
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983857103
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(CUSIP Number)
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Robert J. Kelly
c/o Tinicum Lantern II L.L.C.
800 Third Avenue, 40th Floor
New York, NY 10022
212-446-9300
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
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May 15, 2012
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(Date of Event which Requires Filing of this Statement)
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CUSIP No. 983857103
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1
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Names of Reporting Persons
Tinicum Capital Partners II, L.P.
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2
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Check the Appropriate Box if a Member of a Group (a) o
** The reporting persons making this filing hold an aggregate of 0 Shares.
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||
3
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SEC Use Only
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||
4
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Source of Funds (See Instructions)
WC, OO
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5
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Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
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6
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7
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Sole Voting Power
-0-
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8
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Shared Voting Power
-0-
|
||
9
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Sole Dispositive Power
-0-
|
||
10
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Shared Dispositive Power
-0-
|
||
11
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Aggregate Amount Beneficially Owned by Each Reporting Person
-0-
|
||
12
|
(See Instructions)
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||
13
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Percent of Class Represented by Amount in Row (11)
0%
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||
14
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Type of Reporting Person (See Instructions)
PN
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CUSIP No. 983857103
|
1
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Names of Reporting Persons
Tinicum Capital Partners II Parellel Fund, L.P.
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||
2
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Check the Appropriate Box if a Member of a Group (a) o
** The reporting persons making this filing hold an aggregate of 0 Shares.
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds (See Instructions)
WC, OO
|
||
5
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
|
||
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
-0-
|
||
9
|
Sole Dispositive Power
-0-
|
||
10
|
Shared Dispositive Power
-0-
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
-0-
|
||
12
|
(See Instructions)
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0%
|
||
14
|
Type of Reporting Person (See Instructions)
PN
|
CUSIP No. 983857103
|
1
|
Names of Reporting Persons
Tinicum Capital Partners II Executive Fund L.L.C.
|
||
2
|
Check the Appropriate Box if a Member of a Group (a) o
** The reporting persons making this filing hold an aggregate of 0 Shares.
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds (See Instructions)
WC, OO
|
||
5
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
|
||
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
-0-
|
||
9
|
Sole Dispositive Power
-0-
|
||
10
|
Shared Dispositive Power
-0-
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
-0-
|
||
12
|
(See Instructions)
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0%
|
||
14
|
Type of Reporting Person (See Instructions)
OO
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CUSIP No. 983857103
|
1
|
Names of Reporting Persons
Tinicum Lantern II L.L.C.
|
||
2
|
Check the Appropriate Box if a Member of a Group (a) o
** The reporting persons making this filing hold an aggregate of 0 Shares.
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds (See Instructions)
AF
|
||
5
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
|
||
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
-0-
|
||
9
|
Sole Dispositive Power
-0-
|
||
10
|
Shared Dispositive Power
-0-
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
-0-
|
||
12
|
(See Instructions)
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0%
|
||
14
|
Type of Reporting Person (See Instructions)
OO
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CUSIP No. 983857103
|
1
|
Names of Reporting Persons
Terence M. O'Toole
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||
2
|
Check the Appropriate Box if a Member of a Group (a) o
** The reporting persons making this filing hold an aggregate of 0 Shares.
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds (See Instructions)
AF
|
||
5
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
|
||
6
|
Citizenship or Place of Organization
United States
|
||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7
|
Sole Voting Power
-0-
|
|
8
|
Shared Voting Power
-0-
|
||
9
|
Sole Dispositive Power
-0-
|
||
10
|
Shared Dispositive Power
-0-
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
-0-
|
||
12
|
(See Instructions)
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0%
|
||
14
|
Type of Reporting Person (See Instructions)
IN
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CUSIP No. 983857103
|
1
|
Names of Reporting Persons
Eric M. Ruttenberg
|
||
2
|
Check the Appropriate Box if a Member of a Group (a) o
** The reporting persons making this filing hold an aggregate of 0 Shares.
|
||
3
|
SEC Use Only
|
||
4
|
Source of Funds (See Instructions)
AF
|
||
5
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
|
||
6
|
Citizenship or Place of Organization
United States
|
||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7
|
Sole Voting Power
-0-
|
|
8
|
Shared Voting Power
-0-
|
||
9
|
Sole Dispositive Power
-0-
|
||
10
|
Shared Dispositive Power
-0-
|
||
11
|
Aggregate Amount Beneficially Owned by Each Reporting Person
-0-
|
||
12
|
(See Instructions)
|
||
13
|
Percent of Class Represented by Amount in Row (11)
0%
|
||
14
|
Type of Reporting Person (See Instructions)
IN
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(i)
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Tinicum Capital Partners II, L.P., a Delaware limited partnership (“TCP II”), with respect to the shares of common stock, par value $0.10 per share (the “Shares”) of X-Rite, Incorporated (the “Company”), held by it;
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(ii)
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Tinicum Capital Partners II Parallel Fund, L.P., a Delaware limited partnership (the “Parallel Fund”), with respect to the Shares held by it;
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(iii)
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Tinicum Capital Partners II Executive Fund L.L.C., a Delaware limited liability company (the “Executive Fund”, and together with TCP II and the Parallel Fund, the “Funds”), with respect to the Shares held by it;
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(iv)
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Tinicum Lantern II L.L.C., a Delaware limited liability company which is the general partner of each of TCP II and the Parallel Fund and the managing member of the Executive Fund (the “Manager”), with respect to the Shares held by each of the Funds;
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(v)
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Terence M. O’Toole, a United States citizen and a managing member of the Manager (“O’Toole”), with respect to the Shares held by each of the Funds; and
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(vi)
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Eric M. Ruttenberg, a United States citizen and a managing member of the Manager (“Ruttenberg”, and together with O’Toole, the “Individual Reporting Persons”), with respect to the Shares held by each of the Funds,
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TINICUM LANTERN II L.L.C.,
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On its own behalf and as the General Partner of
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TINICUM CAPITAL PARTNERS II, L.P. and
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TINICUM CAPITAL PARTNERS II PARALLEL FUND, L.P.
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and as the Managing Member of
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TINICUM CAPITAL PARTNERS II EXECUTIVE FUND L.L.C.
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/s/ Eric M. Ruttenberg
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By: Eric M. Ruttenberg,
Managing Member
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/s/ Terence M. O’Toole
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TERENCE M. O’TOOLE
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/s/ Eric M. Ruttenberg
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ERIC M. RUTTENBERG
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