-----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, A9c6E+nFL2lEh7R9jDmL/EM946A1wTLxrarlx/k+a4OGUuxwuUV+GF4OQJrpV6/3 hVrMSUg+Li3WLfwvYcsw2A== 0000950116-98-002025.txt : 19981015 0000950116-98-002025.hdr.sgml : 19981015 ACCESSION NUMBER: 0000950116-98-002025 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981014 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRM CORP CENTRAL INDEX KEY: 0000749254 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 930809419 STATE OF INCORPORATION: OR FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-47069 FILM NUMBER: 98725243 BUSINESS ADDRESS: STREET 1: 5208 N E 122ND AVENUE CITY: PORTLAND STATE: OR ZIP: 97230-1074 BUSINESS PHONE: 5032578766 FORMER COMPANY: FORMER CONFORMED NAME: TRM COPY CENTERS CORP DATE OF NAME CHANGE: 19940411 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: READYCASH INVESTMENT PARTNERS LP CENTRAL INDEX KEY: 0001065594 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 1521 LOCUST ST STREET 2: 4TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19102 BUSINESS PHONE: 2157319450 MAIL ADDRESS: STREET 1: 1521 LOCUST ST STREET 2: 4TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19102 SC 13D 1 SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) TRM COPY CENTERS CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8762636105 (CUSIP Number) With Copies to: Daniel G. Cohen J. Baur Whittlesey, Esquire ReadyCash Investment Partners, L.P. Ledgewood Law Firm, P.C. c/o ReadyCash GP, Inc. 1521 Locust Street - 8th Fl. 1521 Locust Street Philadelphia, PA 19102 Philadelphia, PA 19103 (215) 731-9450 (215) 546-5005 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 31, 1998 (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 Sections 13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7(b) for other parties to whom copies are to be sent. The remainder of this cover 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 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. 8762636105 13D _______________________________________________________________________________ 1 NAME OF REPORTING PERSONS S.S OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS ReadyCash Investment Partners, L.P. ______________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (See Instructions) (b) [ ] ______________________________________________________________________________ 3 SEC USE ONLY ______________________________________________________________________________ 4 SOURCE OF FUNDS (See Instructions) WC ______________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] ______________________________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION Commonwealth of Pennsylvania _______________________________________________________________________________ | | NUMBER OF | 7 | SOLE VOTING POWER SHARES | | 1,252,541(1) BENEFICIALLY |_____|________________________________________________________ OWNED BY | | EACH | 8 | SHARED VOTING POWER REPORTING | | 0 PERSON WITH |_____|________________________________________________________ | | | 9 | SOLE DISPOSITIVE POWER | | 199,641 |_____|________________________________________________________ | | | 10 | SHARED DISPOSITIVE POWER | | 0 _______________|_____|_________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,252,541 ______________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [X] ______________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.6% ______________________________________________________________________________ 14 TYPE OF REPORTING PERSON (See Instructions) PN ______________________________________________________________________________ 1 Includes: (i) 199,641 shares of Common Stock issuable upon exercise of warrants held by the Reporting Person and (ii) 1,052,900 shares of Common Stock as to which the Reporting Person has irrevocable proxies terminating July 31, 2001 or upon earlier disposition of such shares by the holder. Excludes: (a) 412,699 shares of Common Stock issuable upon conversion of Series A Preferred Stock to Common Stock, as the Reporting Person automatically dissolves and liquidates upon such conversion; (b) 769,839 shares of Common Stock issuable upon conversion of Series A Preferred Stock held by third parties, as irrevocable proxies with respect thereto terminate upon conversion of the Series A Preferred Stock. Item 1. Security and Issuer This statement relates to the Common Stock, no par value, of TRM Copy Centers Corporation (the "Issuer" or "TRM"). The principal executive offices of the Issuer are located at 5208 NE 122nd Avenue, Portland, Oregon 97230-1074. Item 2. Identity and Background No change. Item 3. Source and Amount of Funds or Other Consideration No change, except as set forth in Item 5(a). Item 4. Purpose of Transaction No change. Item 5. Interest in Securities of the Issuer. (a) As of September 15, 1998 ReadyCash Investment Partners, L.P. ("RCIP") holds warrants ("Warrants") to purchase 199,641 shares of Common Stock and irrevocable proxies to vote 1,052,900 shares of Common Stock, subject to the following: (i) the irrevocable proxies with respect to the 1,052,900 shares of Common Stock terminate on the earlier of July 31, 2001 or the disposition of such shares of Common Stock by the holder thereof; and (ii) the warrants, or shares of Common Stock issuable upon exercise of such warrants, will be distributed to the limited partners of RCIP upon termination of RCIP. RCIP will terminate upon the conversion of the Series A. Preferred Stock held by RCIP to Common Stock. The foregoing excludes: (i) 412,699 shares of Common Stock issuable upon conversion of Series A Preferred Stock held by RCIP, as RCIP automatically dissolves and liquidates upon such conversion; and (ii) 769,839 shares of Common Stock issuable upon conversion of Series A Preferred Stock held by third parties as the irrevocable proxies with respect to the Series A Preferred Stock terminate upon the conversion of the Series A Preferred Stock to Common Stock. (b) RCIP has sole voting and disposition power with respect to the shares of Common Stock issuable upon exercise of the Warrants and sole voting power with respect to the 1,052,900 shares of Common Stock referred to in (a), above, subject to the limitations described in (a), above. (c) Pursuant to rights granted in RCIP's agreement of limited partnership, two limited partners withdrew from RCIP and were distributed, in the aggregate, (i) warrants to purchase 196,787 shares of Common Stock and (ii) 804,232 shares of Series A Preferred Stock (convertible into 603,173 shares of Common Stock). Such limited partners gave RCIP irrevocable proxies with respect to the shares of Series A Preferred Stock. These proxies terminate upon the earlier of the conversion of the Series A Preferred Stock to Common Stock or July 31, 2001. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer No change. Item 7. Materials to be Filed as Exhibits None SIGNATURES 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. ReadyCash Investment Partners, L.P. By: ReadyCash GP Corp. By: /s/ Daniel G. Cohen --------------------------------------------- DANIEL G. COHEN, PRESIDENT READYCASH GP CORP., GENERAL PARTNER September 29, 1998 -----END PRIVACY-ENHANCED MESSAGE-----