-----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, J+2zMCy6mckoXiFOTT6n19VDYs4sqPNqW0WtckHMJYICYqG1xiXjKtnsRhQeBUpg jOEoup5T4xeDl/uJ2kgn6g== 0000950123-10-093539.txt : 20101015 0000950123-10-093539.hdr.sgml : 20101015 20101015164504 ACCESSION NUMBER: 0000950123-10-093539 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20101015 DATE AS OF CHANGE: 20101015 GROUP MEMBERS: BRAESIDE INVESTMENTS, LLC GROUP MEMBERS: STEVEN MCINTYRE GROUP MEMBERS: TODD STEIN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RISK GEORGE INDUSTRIES INC CENTRAL INDEX KEY: 0000084112 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 840524756 STATE OF INCORPORATION: CO FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-40535 FILM NUMBER: 101126164 BUSINESS ADDRESS: STREET 1: 802 SOUTH ELM STREET 2: GRI PLAZA CITY: KIMBALL STATE: NE ZIP: 69145 BUSINESS PHONE: 3082354645 MAIL ADDRESS: STREET 1: 802 S ELM ST CITY: KIMBALL STATE: NE ZIP: 69145 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Braeside Investments, LLC CENTRAL INDEX KEY: 0001427683 IRS NUMBER: 200880944 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 5430 LBJ FREEWAY STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 972.387.7870 MAIL ADDRESS: STREET 1: 5430 LBJ FREEWAY STREET 2: SUITE 1200 CITY: DALLAS STATE: TX ZIP: 75240 SC 13G/A 1 c06955sc13gza.htm SCHEDULE 13G/A Schedule 13G/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

George Risk Industries, Inc.
(Name of Issuer)
Class A Common Stock, $.10 par value
(Title of Class of Securities)
767720204
(CUSIP Number)
October 14, 2010
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     þ Rule 13d-1(b)

     o 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 (“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.
 
767720204 
 

 

           
1   NAMES OF REPORTING PERSONS

Braeside Investments, LLC
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o
  (b)   o
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Texas
       
  5   SOLE VOTING POWER
     
NUMBER OF   238,401
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   0
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   238,401
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    0
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  238,401
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  4.7%**
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  OO
** SEE ITEM 4(b).

2


 

                     
CUSIP No.
 
767720204 
 

 

           
1   NAMES OF REPORTING PERSONS

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

  (a)   o
  (b)   o
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   238,401
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    238,401
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  238,401
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  4.7%**
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
** SEE ITEM 4(b).

3


 

                     
CUSIP No.
 
767720204 
 

 

           
1   NAMES OF REPORTING PERSONS

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

  (a)   o
  (b)   o
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   238,401
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    238,401
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  238,401
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  4.7%**
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
** SEE ITEM 4(b).

4


 

SCHEDULE 13G/A
This Amendment No. 3 to Schedule 13G (this “Schedule 13G”) relates to shares of Class A Common Stock, $0.10 par value (“Common Stock”), of George Risk Industries, Inc., a Colorado corporation (the “Issuer”), and is being filed on behalf of (i) Braeside Investments, LLC (“Braeside Investments”), a Texas limited liability company, as the investment manager to Braeside Capital, L.P. (“Braeside Capital”) and a certain managed account (the “Managed Account”), (ii) Steven McIntyre, as a principal of Braeside Investments, and (iii) Todd Stein, as a principal of Braeside Investments (the persons mentioned in (i), (ii) and (iii) are collectively referred to herein as the “Reporting Persons”). All shares of Common Stock are held by Braeside Capital and the Managed Account.
     
Item 1(a)
  Name of Issuer.
 
   
 
  George Risk Industries, Inc.
 
   
Item 1(b)
  Address of Issuer’s Principal Executive Offices.
 
   
 
  802 South Elm St.
 
  Kimball, NE 69145
 
   
Item 2(a)
  Name of Person Filing.
 
   
 
  (i) Braeside Investments, LLC (“Braeside Investments”) (ii) Steven McIntyre and (iii) Todd Stein.
 
   
Item 2(b)
  Address of Principal Business Office, or, if none, Residence.
 
   
 
  5430 LBJ Freeway, Suite 1200
 
  Dallas, Texas 75240.
 
   
Item 2(c)
  Citizenship or Place of Organization.
 
   
 
  Braeside Investments is a Texas limited liability company. Mr. McIntyre and Mr. Stein are United States citizens.
 
   
Item 2(d)
  Title of Class of Securities.
 
   
 
  Class A Common Stock, $0.10 par value (the “Common Stock”).
 
   
Item 2(e)
  CUSIP Number.
 
   
 
  767720204

 

5


 

         
Item 3
      If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
 
       
(a)
  o   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
 
       
(b)
  o   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
 
       
(c)
  o   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
 
       
(d)
  o   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
 
       
(e)
  þ   An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).
 
       
(f)
  o   An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
 
       
(g)
  o   A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
 
       
(h)
  o   A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
 
       
(i)
  o   A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
 
       
(j)
  o   Group, in accordance with §240.13d-1(b)(1)(ii)(J).
         
Item 4   Ownership.
 
       
 
  (a)   The Reporting Persons may be deemed the beneficial owners of 238,401 shares of Common Stock held by Braeside Capital and the Managed Account.
 
       
 
  (b)   The Reporting Persons may be deemed the beneficial owners of 4.7% of the outstanding shares of Common Stock. This percentage was calculated by dividing (i) the number of shares of Common Stock reported in Item 4(a) held by the Reporting Persons by (ii) 5,059,415, the number of shares of Common Stock issued and outstanding as of September 14, 2010, as reported in the Issuer’s Form 10-Q filed on September 14, 2010 with the Securities and Exchange Commission.
 
       
 
  (c)   The Reporting Persons have the power to vote and dispose of the 238,401 shares of Common Stock held by Braeside Capital and the Managed Account.
 
       
Item 5   Ownership of Five Percent or Less of a Class.
 
       
    If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following þ.

 

6


 

     
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.
 
   
 
  By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were acquired and held in the ordinary course of business and were not acquired and were 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 by and among the Reporting Persons.

 

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: October 15, 2010
         
  Braeside Investments, LLC
 
 
  By:   /s/ Steven McIntyre    
    Name:   Steven McIntyre   
    Title:   Manager   
 
     
  /s/ Steven McIntyre    
  Steven McIntyre   
     
     
  /s/ Todd Stein    
  Todd Stein   
     

 

8

EX-99.1 2 c06955exv99w1.htm EXHIBIT 1 Exhibit 1
         
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 Class A Common Stock, $.10 par value, of George Risk Industries, 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 October 15, 2010.
         
  Braeside Investments, LLC
 
 
  By:   /s/ Steven McIntyre    
    Name:   Steven McIntyre   
    Title:   Manager   
 
     
  /s/ Steven McIntyre    
  Steven McIntyre   
     
     
  /s/ Todd Stein    
  Todd Stein   
     
 

 

9

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