-----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, DTCQWjUEm0KVrQ3SK/alya/L5PJRpHgvhXxCc6LXlyJklZ1gybc6QFhh/+IPEvHo SdU0T58hnNb4pW4KnsrvOg== 0001251109-10-000004.txt : 20100115 0001251109-10-000004.hdr.sgml : 20100115 20100115121237 ACCESSION NUMBER: 0001251109-10-000004 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100115 DATE AS OF CHANGE: 20100115 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: REMEC INC CENTRAL INDEX KEY: 0000769874 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 953814301 STATE OF INCORPORATION: CA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46813 FILM NUMBER: 10529517 BUSINESS ADDRESS: STREET 1: 3790 VIA DE LA VALLE CITY: SAN DIEGO STATE: CA ZIP: 92014 BUSINESS PHONE: 858-259-4302 MAIL ADDRESS: STREET 1: 3790 VIA DE LA VALLE CITY: SAN DIEGO STATE: CA ZIP: 92014 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KELLOGG CAPITAL MARKETS, LLC CENTRAL INDEX KEY: 0001456627 IRS NUMBER: 134201899 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 55 BROADWAY STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10006 BUSINESS PHONE: 212-607-5000 MAIL ADDRESS: STREET 1: 55 BROADWAY STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10006 FORMER COMPANY: FORMER CONFORMED NAME: KELLOGG SPECIALIST GROUP, LLC DATE OF NAME CHANGE: 20090218 SC 13G/A 1 remec13ga1.htm sc13g

 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

REMEC, Inc.
(Name of Issuer)
Common Stock, $0.01 Par Value Per Share
(Title of Class of Securities)
759543200
(CUSIP Number)
January 7, 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:

     [ X]  Rule 13d-1(b)

     [  ]  Rule 13d-1(c)

     [  ]   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).

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.

 
 

 
                     
CUSIP No.
 
759543200 

           
1   NAMES OF REPORTING PERSONS AND I.R.S. IDENTIFICATION NOS. OF REPORTING PERSONS (ENTITIES ONLY):
   
 

Kellogg Capital Markets, LLC - Tax I.D. 13-4201899
Kellogg Group, LLC - Tax I.D. 26-0061061
Charles K. Kellogg
Lee Kellogg


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

  (a)    [   ]
  (b)    [   ]
   
     
3   SEC USE ONLY:
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Kellogg Capital Markets, LLC - New York
Kellogg Group, LLC - New York
Charles K. Kellogg - U.S. Citizen
Lee Kellogg - U.S. Citizen
   
   
       
NUMBER OF
SHARES
BENEFICIALLY

OWNED BY

EACH

REPORTING
PERSON
WITH:
5   SOLE VOTING POWER:
   
 

Kellogg Capital Markets, LLC - 0
Kellogg Group, LLC* - 0
Charles K. Kellogg* - 0
Lee Kellogg* - 0

*Each of these reporting persons was deemed a beneficial owner of shares of the Issuer previously owned by Kellogg Capital Markets, LLC.

   
     
6   SHARED VOTING POWER:
   
  0
   
     
7   SOLE DISPOSITIVE POWER:
   
 

Kellogg Capital Markets, LLC - 0
Kellogg Group, LLC* - 0
Charles K. Kellogg* - 0
Lee Kellogg* - 0

*Each of these reporting persons was deemed a beneficial owner of shares of the Issuer previously owned by Kellogg Capital Markets, LLC.

   
     
8   SHARED DISPOSITIVE POWER:
   
  0
   
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
 

Kellogg Capital Markets, LLC - 0
Kellogg Group, LLC* - 0
Charles K. Kellogg* - 0
Lee Kellogg* - 0

*Each of these reporting persons was deemed a beneficial owner of shares of the Issuer previously owned by Kellogg Capital Markets, LLC.

   
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
   [   ]
   
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
   
 

Kellogg Capital Markets, LLC - 0%
Kellogg Group, LLC* - 0%
Charles K. Kellogg* - 0%
Lee Kellogg* - 0%

*Each of these reporting persons was deemed a beneficial owner of shares of the Issuer previously owned by Kellogg Capital Markets, LLC.


   
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
 

Kellogg Capital Markets, LLC - BD
Kellogg Group, LLC - OO (Limited Liability Company)
Charles K. Kellogg - IN
Lee Kellogg - IN

SCHEDULE 13G
     
Item 1(a)
Name of Issuer.
 
   
 
REMEC, Inc.
 
   
Item 1(b)
Address of Issuer’s Principal Executive Offices.
 
   
 
3790 Via de la Valle
Suite 211
Del Mar, CA 92014
 
   
Item 2(a)
Name of Person Filing.
 
   
 
Kellogg Capital Markets, LLC
Kellogg Group, LLC
Charles K. Kellogg
Lee Kellogg
 
   
Item 2(b)
Address of Principal Business Office or, if none, Residence.
 
   
 
55 Broadway, 4th Floor
New York, NY 10006
 
   
Item 2(c)
Citizenship.
 
   
 
Kellogg Capital Markets, LLC and Kellogg Group, LLC are organized under New York law.
Charles K. Kellogg and Lee Kellogg are U.S. Citizens.
 
 
   
Item 2(d)
Title of Class of Securities.
 
   
 
Common Stock, $0.01 Par Value Per Share
 
   
Item 2(e)
CUSIP Number.
 
   
 
759543200
     
Item 3   This statement is filed pursuant to Rule 13d-1(b) and the persons filing are:
(a) A broker or dealer registered under Section 15 of the Act; and
(g) A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
     
Item 4   Ownership.
 
     
 
  (a) Amount beneficially owned:

Kellogg Capital Markets, LLC - 0
Kellogg Group, LLC* - 0
Charles K. Kellogg* - 0
Lee Kellogg* - 0

*Each of these reporting persons was deemed a beneficial owner of shares of the Issuer previously owned by Kellogg Capital Markets, LLC.

 
 
  (b) Percent of Class:

Kellogg Capital Markets, LLC - 0%
Kellogg Group, LLC* - 0%
Charles K. Kellogg* - 0%
Lee Kellogg* - 0%

*Each of these reporting persons was deemed a beneficial owner of shares of the Issuer previously owned by Kellogg Capital Markets, LLC.

 
 
  (c) Number of Shares as to which the person has:
(i) Sole power to vote or to direct the vote:

Kellogg Capital Markets, LLC - 0
Kellogg Group, LLC* - 0
Charles K. Kellogg* - 0
Lee Kellogg* - 0

*Each of these reporting persons was deemed a beneficial owner of shares of the Issuer previously owned by Kellogg Capital Markets, LLC.


(ii) Shared power to vote or to direct the vote: 0


(iii) Sole power to dispose or to direct the disposition of:

Kellogg Capital Markets, LLC - 0
Kellogg Group, LLC* - 0
Charles K. Kellogg* - 0
Lee Kellogg* - 0

*Each of these reporting persons was deemed a beneficial owner of shares of the Issuer previously owned by Kellogg Capital Markets, LLC.


(iv) Shared power to dispose or to direct the disposition of: 0
 
Item 5   Ownership of Five Percent or Less of a Class.
 
    This statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities.
 
Item 6   Ownership of More Than Five Percent on Behalf of Another Person.
 
    Not applicable.
 
Item 7   Identification and Classification of the Subsidiary Which Acquired the Security Being Reported On By the Parent Holding Company or Control Person.
 
    Not applicable.
 
Item 8   Identification and Classification of Members of the Group.
 
    Not applicable.
 
Item 9   Notice of Dissolution of Group.
 
    Not applicable.
 
Item 10   Certification.
 
    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.


 
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.
     
             
    KELLOGG CAPITAL MARKETS, LLC
    Date: January 15, 2010
 
           
    By:   Matthew Brand, Managing Director
 
           
        By:   /s/ Matthew Brand
 
           
           
    KELLOGG GROUP, LLC
    Date: January 15, 2010
 
           
 
  By:   Matthew Brand, Managing Director
         
        By:   /s/ Matthew Brand
 
           
           
    CHARLES K. KELLOGG
    Date: January 15, 2010
 
           
        By:   /s/ Charles K. Kellogg
 
           
           
    LEE KELLOGG
    Date: January 15, 2010
 
           
        By:   /s/ Lee Kellogg
 
           
           

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