-----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, Jcd6JncHLF022djI2WoOsjZNfvYjHH/W4BuJhdUg9asmWWdLxogQiqAzN7pxGD5W MoNjNGFspo8tgCH21qCFYA== 0000950134-05-014977.txt : 20050805 0000950134-05-014977.hdr.sgml : 20050805 20050805143851 ACCESSION NUMBER: 0000950134-05-014977 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20050805 DATE AS OF CHANGE: 20050805 GROUP MEMBERS: ROBERT W MEDWAY GROUP MEMBERS: YALE M FERGANG SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN COMMERCIAL LINES INC. CENTRAL INDEX KEY: 0001324479 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 753177794 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-80898 FILM NUMBER: 051002291 BUSINESS ADDRESS: STREET 1: 1701 E. MARKET STREET CITY: JEFFERSONVILLE STATE: IN ZIP: 47130 BUSINESS PHONE: (812) 288-0363 MAIL ADDRESS: STREET 1: 1701 E. MARKET STREET CITY: JEFFERSONVILLE STATE: IN ZIP: 47130 FORMER COMPANY: FORMER CONFORMED NAME: American Commercial Lines Inc. DATE OF NAME CHANGE: 20050421 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROYAL CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001182836 IRS NUMBER: 133990726 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 575 LEXINGTON AVENUE STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-572-8369 MAIL ADDRESS: STREET 1: 575 LEXINGTON AVENUE STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 d27721sc13g.htm SCHEDULE 13G sc13g
 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

AMERICAN COMMERCIAL LINES, INC.

(Name of Issuer)

Common Stock, par value $.01 per share

(Title of Class of Securities)

025195207

(CUSIP Number)

July 19, 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)

        þ 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 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).

Persons who 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.

 

 

             
13G
CUSIP No. 025195207
  1. Name of Reporting Person:
Royal Capital Management, L.L.C.		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
Delaware
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
286,966
6. Shared Voting Power:
0
7. Sole Dispositive Power:
286,966
8.Shared Dispositive Power:
0
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
286,966
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
5.0%**
  12.Type of Reporting Person:
CO

*SEE INSTRUCTIONS BEFORE FILLING OUT
**SEE ITEM 4(b).

2

 

             
13G
CUSIP No. 025195207
  1. Name of Reporting Person:
Robert W. Medway		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
U.S. Citizen
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
286,966
6. Shared Voting Power:
0
7. Sole Dispositive Power:
286,966
8.Shared Dispositive Power:
0
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
286,966
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
5.0%**
  12.Type of Reporting Person:
IN

*SEE INSTRUCTIONS BEFORE FILLING OUT
**SEE ITEM 4(b).

3

 

             
13G
CUSIP No. 025195207
  1. Name of Reporting Person:
Yale M. Fergang		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
U.S. Citizen
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
286,966
6. Shared Voting Power:
0
7. Sole Dispositive Power:
286,966
8.Shared Dispositive Power:
0
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
286,966
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
5.0%**
  12.Type of Reporting Person:
IN

*SEE INSTRUCTIONS BEFORE FILLING OUT
**SEE ITEM 4(b).

4

 

SCHEDULE 13G
     This Schedule 13G (the “Schedule 13G”) is being filed on behalf of Royal Capital Management, L.L.C. (“Royal Management”), a Delaware limited liability company, Mr. Robert W. Medway and Mr. Yale M. Fergang, the principals of Royal Management, relating to shares of common stock of American Commercial Lines, Inc., a Delaware corporation (the “Issuer”).
     This Schedule 13G relates to shares of Common Stock of the Issuer: (1) purchased by Royal Management for the accounts of (i) Royal Capital Value Fund, L.P. (“Royal Fund”), (ii) Royal Capital Value Fund (QP), L.P. (“Royal Qualified”), both Delaware limited partnerships, and (iii) RoyalCap Value Fund, Ltd., a Cayman Islands Exempted Company (“Royal Offshore”), Royal Management acts as investment manager to Royal Fund, Royal Qualified and Royal Offshore.
     
Item 1(a)
  Name of Issuer.
 
    
 
  American Commercial Lines, Inc.
 
    
Item 1(b)
  Address of Issuer’s Principal Executive Offices.
 
    
 
  1701 East Market St.
Jeffersonville, Indiana 47130
 
    
Item 2(a)
  Name of Person Filing.
 
    
 
  Royal Capital Management, L.L.C. (“Royal Management”), Messrs. Robert W. Medway and Yale M. Fergang.
 
    
Item 2(b)
  Address of Principal Business Office, or, if none, Residence.
 
    
 
  575 Lexington Avenue, 4th Floor
New York, New York 10022
 
    
Item 2(c)
  Citizenship or Place of Organization.
 
    
 
  Royal Management is a limited liability company organized under the laws of the State of Delaware. Robert W. Medway and Yale M. Fergang are the principals of Royal Management and are United States citizens.
 
    
Item 2(d)
  Title of Class of Securities.
 
    
 
  Common Stock, par value $.01 per share (the “Common Stock”).
 
    
Item 2(e)
  CUSIP Number.
 
    
 
   025195207

5

 

     
Item 3
  Reporting Person.
 
    
 
  Inapplicable.
 
    
Item 4
  Ownership.
  (a)   Royal Management, and Messrs. Medway and Fergang are the beneficial owners of 286,966 shares of Common Stock.
 
  (b)   Royal Management, and Messrs. Medway and Fergang are the beneficial owners of 5.0% of the outstanding shares of Common Stock. This percentage is determined by dividing 286,966 by 5,796,411, the number of shares of Common Stock issued and outstanding as of March 31, 2005, as reported in the Issuer’s General Form for Registration of Securities on Form S-1 filed July 19, 2005.
 
  (c)   Royal Management, and Messrs. Medway and Fergang have the sole power to vote and dispose of the 286,966 shares of Common Stock beneficially owned by them. As the principals of Royal Management, Messrs. Yale and Fergang may direct the vote and disposition of the 286,966 shares of Common Stock beneficially owned by Royal Management.
     
Item 5
  Ownership of Five Percent or Less of a Class.
 
    
 
  Inapplicable.
 
    
Item 6
  Ownership of More Than Five Percent on Behalf of Another Person.
 
    
 
  Inapplicable.
 
    
Item 7
  Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.
 
    
 
  Inapplicable.
 
    
Item 8
  Identification and Classification of Members of the Group.
 
    
 
  Inapplicable.
 
    
Item 9
  Notice of Dissolution of Group.
 
    
 
  Inapplicable.
 
    
Item 10
  Certification.

6

 

     
 
  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.
     
Exhibits   Exhibit 1
 
  Joint Filing Agreement dated August 5, 2005, among Royal Management, Mr. Robert W. Medway and Mr. Yale M. Fergang.

7

 

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.
     Date: August 5, 2005
         
 
   ROYAL CAPITAL MANAGEMENT, L.L.C.
 
        
 
  By:   /s/ Yale M. Fergang
 
       
 
  Name:   Yale M. Fergang
 
       
 
  Title:   Managing Member
 
       
 
        
 
   /s/ Robert W. Medway
 
    
 
   ROBERT W. MEDWAY
 
        
 
   /s/ Yale M. Fergang
 
    
 
   YALE M. FERGANG

8

EX-99.1 2 d27721exv99w1.htm JOINT FILING AGREEMENT exv99w1
 

EXHIBIT 1
JOINT FILING AGREEMENT
     In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, par value $.01 per share, of American Commercial Lines, Inc., and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.
     The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.
     This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
     IN WITNESS WHEREOF, the undersigned have executed this Agreement as of August 5, 2005.
         
 
   ROYAL CAPITAL MANAGEMENT, L.L.C.
 
        
 
  By:   /s/ Yale M. Fergang
 
       
 
  Name:   Yale M. Fergang
 
       
 
  Title:   Managing Member
 
       
 
        
 
   /s/ Robert W. Medway  
 
 
    
 
   ROBERT W. MEDWAY
 
        
 
   /s/ Yale M. Fergang
 
    
 
   YALE M. FERGANG

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