0001531612-15-000012.txt : 20150506 0001531612-15-000012.hdr.sgml : 20150506 20150506113734 ACCESSION NUMBER: 0001531612-15-000012 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150506 DATE AS OF CHANGE: 20150506 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Comverse, Inc. CENTRAL INDEX KEY: 0001549872 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 043398741 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-87049 FILM NUMBER: 15835762 BUSINESS ADDRESS: STREET 1: 200 QUANNAPOWITT PARKWAY CITY: WAKEFIELD STATE: MA ZIP: 01880 BUSINESS PHONE: 781-246-9000 MAIL ADDRESS: STREET 1: 200 QUANNAPOWITT PARKWAY CITY: WAKEFIELD STATE: MA ZIP: 01880 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Cove Street Capital, LLC CENTRAL INDEX KEY: 0001531612 IRS NUMBER: 275376591 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 2101 E EL SEGUNDO BOULEVARD STREET 2: SUITE 302 CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: 424-221-5897 MAIL ADDRESS: STREET 1: 2101 E EL SEGUNDO BOULEVARD STREET 2: SUITE 302 CITY: EL SEGUNDO STATE: CA ZIP: 90245 SC 13D 1 cnsi562015.txt 13D SC 13D 13D FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Comverse, Inc. ------------------------------------------------------------ (Name of Issuer) Common Stock ------------------------------------------------------------ (Title of Class of Securities) 20585p105 ------------------------------------------------------------ (CUSIP NUMBER) Daniele Beasley Cove Street Capital LLC 2101 E El Segundo Boulevard Suite 302 El Segundo, CA 90245 Tel No. 424.221.5897 ------------------------------------------------------------ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 6, 2015 ----------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ X ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. * The remainder of this coverage 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 disclosures provided in a prior cover page. The information required on the remainder of this coverage 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: 20585p105 --------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Cove Street Capital, LLC I.R.S. IDENTIFICATION NO 27-5376591 --------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] N/A (b) [ ] --------------------------------------------------------------- 3 SEC USE ONLY --------------------------------------------------------------- 4 SOURCE OF FUNDS 00 --------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ] N/A --------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware --------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER O SHARES --------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER 1,544,456 OWNED BY --------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER 0 REPORTING --------------------------------------------- PERSON WITH 10 SHARED DISPOSITIVE POWER 1,544,456 --------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,544,456 --------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] --------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.1% --------------------------------------------------------------- 14 TYPE OF REPORTING PERSON IA Item 1. Security and Issuer This statement on Schedule 13D relates to the Common Stock of Comverse, Inc. The address of the Issuers principal executive offices is: 200 Quannapowitt Parkway, Wakefield, MA 01880 Item 2. Identity & Background a) This statement on Schedule 13D is being filed pursuant to Rule 13d-1 under the Securities Exchange Act of 1934, as amended, by Cove Street Capital, LLC (CSC). b) The address of the principal office of Cove Street Capital, LLC is: 2101 E El Segundo Boulevard, Suite 302, El Segundo, CA 90245 c) The principal business of CSC is as an Investment Adviser. d) CSC, nor any of its members has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). e) CSC, nor any of its members was, during the last five years, a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order (1) enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or (2) finding any violation with respect to such laws. f) Cove Street Capital, LLC, a Delaware limited liability company. Item 3. Source and Amount of Funds or Other Consideration CSC in its capacity as an Investment Adviser will purchase on behalf of its clients. No monies are borrowed for such an acquisition. Item 4. Purpose of Transaction The Securities reported in this filing have been purchased and held for investment purposes on behalf of client accounts in which CSC has discretionary investment and voting power. CSC believes this is an attractive investment opportunity and may engage in a constructive dialogue with officers, directors and other representatives of the Issuer, as well as the Issuer's shareholders; topics of discussion may include, but are not limited to, the Issuer's markets, operations, competitors, prospects, strategy, personnel, directors, ownership and capitalization. CSC may also enter into confidentiality or similar agreements with the Issuer and, subject to such an agreement or otherwise, exchange information with the Issuer. CSC, subject to applicable legal requirements, may in the future acquire additional securities of the Issuer on behalf of CSC's clients or dispose of some or all of CSC's current holdings of the Securities in the ordinary course of CSC's business and the management of its client accounts. Item 5. Interest in Securities of the Issuer a) & b) CSC has discretionary investment and voting power on 1,544,456 shares of common stock which constitutes approximately 7.1% of the shares outstanding. All ownership percentages herein assume that there are 21,830,081 shares outstanding. c) The following table sets forth all transactions with respect to the Shares affected since March 5, 2015. Purchases and sells have been aggregated daily and were conducted in the ordinary course of business on the open market for cash. Date of Transaction Buy/Sell Share Amount Price Per Share 3/5/2015 by 10000 18.2 3/6/2015 by 39233 18.2 3/9/2015 by 23867 18.1 3/11/2015 sl 7440 17.5 3/12/2015 by 8700 17.4 3/30/2015 by 595 19.7 4/10/2015 sl 235 21.0 4/21/2015 by 37996 21.8 4/22/2015 sl 147500 23.4 4/27/2015 sl 100 24.9 4/30/2015 by 639970 24.7 5/4/2015 by 222798 24.4 5/5/2015 by 131832 24.4
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Except as otherwise described in this Schedule 13D, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among CSC, or between any third party, with respect to any securities of the Issuer. Item 7. Material to Be Filed as Exhibits N/A 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. Dated: May 6, 2015 Cove Street Capital, LLC By: /S/ Daniele Beasley ---------------------------------- Daniele Beasley, President & CCO