-----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, NgGopZ3yDebduC0wHkMyR7MuvBg4SPjH+01Q/0J7uo5yh+TUW8pt24UDVPyVh37n aJoTtcUDFcLmjExxcIEyEA== 0000892712-11-000130.txt : 20110218 0000892712-11-000130.hdr.sgml : 20110218 20110218165917 ACCESSION NUMBER: 0000892712-11-000130 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110218 DATE AS OF CHANGE: 20110218 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Rand Logistics, Inc. CENTRAL INDEX KEY: 0001294250 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 201195343 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-80134 FILM NUMBER: 11625201 BUSINESS ADDRESS: STREET 1: 461 FIFTH AVENUE STREET 2: 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-644-3450 MAIL ADDRESS: STREET 1: 461 FIFTH AVENUE STREET 2: 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: Rand Acquisition CORP DATE OF NAME CHANGE: 20040618 FORMER COMPANY: FORMER CONFORMED NAME: Grand Slam Acquisition CORP DATE OF NAME CHANGE: 20040617 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BUCKEYE HOLDINGS, LLC CENTRAL INDEX KEY: 0001513532 IRS NUMBER: 000000000 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 501 4TH AVENUE CITY: MENOMINEE STATE: MI ZIP: 59858 BUSINESS PHONE: (906) 863-7811 MAIL ADDRESS: STREET 1: 501 4TH AVENUE CITY: MENOMINEE STATE: MI ZIP: 59858 SC 13G 1 buckeye13g.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934



RAND LOGISTICS, INC.


(Name of Issuer)

Common Stock, $0.0001 Par Value

(Title of Class of Securities)

752182105

(CUSIP Number)

February 11, 2011

(Date of Event Which Requires Filing of this Statement)

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

[  ]

Rule 13d-1(b)

[X]

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 in 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, as amended (the “Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.







SCHEDULE 13G

CUSIP No. 752182105

1)

Name of Reporting Person

Buckeye Holdings, LLC

2)

Check the Appropriate Box if a Member of a Group

(a)  [  ]

(b)  [  ]

3)

SEC Use Only

4)

Citizenship or Place of Organization

Wisconsin, U.S.A.

Number of Shares Beneficially Owned by Each Reporting Person With:

5)

Sole Voting Power:

1,305,963

 

 

 

6)

Shared Voting Power:

0

 

 

 

7)

Sole Dispositive Power:

1,305,963

 

 

 

8)

Shared Dispositive Power:

0

 

 

 

9)

Aggregate Amount Beneficially Owned by Each Reporting Person

1,305,963

10)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares [  ]

11)

Percent of Class Represented by Amount in Row (9)

8.8%

12)

Type of Reporting Person

00




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SCHEDULE 13G

CUSIP No. 752182105

1)

Name of Reporting Person

Thomas J. Kuber

2)

Check the Appropriate Box if a Member of a Group

(a)  [  ]

(b)  [  ]

3)

SEC Use Only

4)

Citizenship or Place of Organization

U.S.

Number of Shares Beneficially Owned by Each Reporting Person With:

5)

Sole Voting Power:

1,305,963(1)

 

 

 

6)

Shared Voting Power:

0

 

 

 

7)

Sole Dispositive Power:

1,305,963(1)

 

 

 

8)

Shared Dispositive Power:

0

 

 

 

9)

Aggregate Amount Beneficially Owned by Each Reporting Person

1,305,963(1)

10)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares  [   ]

11)

Percent of Class Represented by Amount in Row (9)

8.8%

12)

Type of Reporting Person

IN

(1)

As control person of the sole member of Buckeye Holdings, LLC, KK Integrated Shipping, LLC, Thomas J. Kuber possesses the sole power to direct the voting and disposition of the shares owned by Buckeye Holdings, LLC.




3




SCHEDULE 13G

CUSIP No. 752182105

ITEM 1(a).

Name of Issuer.

Rand Logistics, Inc.

ITEM 1(b).

Address of Issuer’s Principal Executive Offices.

461 Fifth Avenue

25th Floor

New York, New York 10017

ITEM 2(a).

Names of Persons Filing.

1)

Buckeye Holdings, LLC

2)

Thomas J. Kuber

ITEM 2(b).

Address of Principal Business Office.

All reporting persons may be contacted at 333 Main Street, Suite 600, Green Bay, Wisconsin 54301, c/o William J. Plummer.

ITEM 2(c).

Citizenship or Place of Organization.

Buckeye Holdings, LLC  is a Wisconsin limited liability company.  Mr. Kuber is a United States citizen.

ITEM 2(d).

Title of Class of Securities.

This Statement pertains to the shares of common stock, $0.0001 par value, of Rand Logistics, Inc.

ITEM 2(e).

CUSIP Number.

752182105

ITEM 3.

If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

[  ]

Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);

 

(b)

[  ]

Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c)

[  ]

Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d)

[  ]

Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);



4





 

(e)

[  ]

An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);

 

(f)

[  ]

An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);

 

(g)

[  ]

A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);

 

(h)

[  ]

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

[  ]

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)

[  ]

A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);

 

(k)

[  ]

Group, in accordance with Section 240.13d-1(b)(1)(ii)(K).

ITEM 4.

Ownership.

The information contained in Items 5 – 11 on the cover pages is incorporated herein by reference.

The filing of this Statement shall NOT be construed as an admission that the persons filing are beneficial owners of the shares covered by this Statement for any purpose, including for purposes of Sections 13, 14 or 16 of the Act.  Neither any of the reporting persons nor any partner thereof is a member of a “group” for any purpose.

ITEM 5.

Ownership of Five Percent or Less of a Class.

Not Applicable.

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.



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ITEM 9.

Notice of Dissolution of Group.

Not Applicable.

ITEM 10.

Certification.

By signing below the undersigned certify that, to the best of their knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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, other than activities solely in connection with a nomination under Section 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated as of the 17th day of February, 2011.

BUCKEYE HOLDINGS, LLC

/s/ Thomas J. Kuber                                       

BY:  Thomas J. Kuber

TITLE:  Manager

THOMAS J. KUBER

/s/ Thomas J. Kuber                                       





6




AGREEMENT

The undersigned hereby agree that the Statement on Schedule 13G to which this Agreement is attached be filed on behalf of:  Buckeye Holdings, LLC a Wisconsin limited liability company, and Thomas J. Kuber.

Dated:  February 17, 2011

BUCKEYE HOLDINGS, LLC

/s/ Thomas J. Kuber                                       

BY:  Thomas J. Kuber

TITLE:  Manager

THOMAS J. KUBER

/s/ Thomas J. Kuber                                       







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