-----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, Aynh0+iGn9AejVqylVLA3fjNT7Q/NlAsB8JbBj7LDlv4ZqHEMEKD9fuyWW1zrfGv EeKsfdV+v00rAPFJnw7a4A== 0001104659-04-038438.txt : 20041206 0001104659-04-038438.hdr.sgml : 20041206 20041206135059 ACCESSION NUMBER: 0001104659-04-038438 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20041206 DATE AS OF CHANGE: 20041206 GROUP MEMBERS: RADCLIFFE SPC, LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COLLEGIATE PACIFIC INC CENTRAL INDEX KEY: 0000828747 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 222795073 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-40925 FILM NUMBER: 041185912 BUSINESS ADDRESS: STREET 1: 13950 SEMLAC STREET 2: SUITE 200 CITY: DALLAS STATE: TX ZIP: 75234 BUSINESS PHONE: 9722438100 MAIL ADDRESS: STREET 1: 13950 SEMLAC STREET 2: SUITE 200 CITY: DALLAS STATE: TX ZIP: 75234 FORMER COMPANY: FORMER CONFORMED NAME: DSSI CORP DATE OF NAME CHANGE: 19971031 FORMER COMPANY: FORMER CONFORMED NAME: DRUG SCREENING SYSTEMS INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RG CAPITAL MANAGEMENT LP CENTRAL INDEX KEY: 0001218275 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 3 BALA PLAZA EAST STE 501 CITY: BALA CYRWYD STATE: PA ZIP: 19004 BUSINESS PHONE: 6106175900 MAIL ADDRESS: STREET 1: 3 BALA PLAZA EAST STE 501 CITY: BALA CYRWYD STATE: PA ZIP: 19004 SC 13G 1 a04-14397_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

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

 

Collegiate Pacific Inc.

(Name of Issuer)

 

Common Stock, $0.01 par value per share

(Title of Class of Securities)

 

194589206

(CUSIP Number)

 

Gerald F. Stahlecker

c/o RG Capital Management, L.P.

3 Bala Plaza East, Suite 501

251 St. Asaphs Road
Bala Cynwyd, PA 19004
(610) 617-5900


November 26, 2004

(Date of Event Which Requires Filing of this Statement)

 

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

o

Rule 13d-1(b)

ý

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 (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 (however, see the Notes).

 



 

 

CUSIP No.  194589206

 

 

1.

Names of Reporting Persons/ I.R.S. Identification Nos. of above persons (entities only)
Radcliffe SPC, Ltd. for and on behalf of the Class A Convertible Crossover Segregated Portfolio

 

 

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
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
682,594

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
682,594

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
682,594

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
N/A

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.4%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

2



 

 

CUSIP No.  194589206

 

 

1.

Names of Reporting Persons/ I.R.S. Identification Nos. of above persons (entities only)
RG Capital Management, L.P.

 

 

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
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
682,594

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
682,594

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
682,594

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
N/A

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.4%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

3



Item 1.

 

(a)

Name of Issuer
Collegiate Pacific Inc.

 

(b)

Address of Issuer's Principal Executive Offices
13950 Senlac Drive, Suite 100, Dallas, Texas 75234

 

Item 2.

 

(a)

Name of Person Filing
See Item 2(c) below.

 

(b)

Address of Principal Business Office or, if none, Residence
See Item 2(c) below.

 

(c)

Citizenship
(1)           Radcliffe SPC, Ltd. for and on behalf of the Class A Convertible Crossover Segregated Portfolio

                c/o SEI Investments Global Fund Services, Ltd.

                Styne House, Upper Hatch Street

                Dublin 2 Ireland

                Cayman Islands segregated portfolio company

 

(2)           RG Capital Management, L.P. (1)

                3 Bala Plaza East, Suite 501

                251 St. Asaphs Road

                Bala Cynwyd, PA 19004

                Delaware limited partnership             

 

(d)

Title of Class of Securities
Common Stock, $0.01 par value per share (the “Common Stock”).

 

(e)

CUSIP Number
194589206

 

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:  N/A

 

If this statement is filed pursuant to Rule 13d-1(c), check this box. ý

 

(1) Pursuant to an investment management agreement, RG Capital Management, L.P. ("RG Capital") serves as the investment manager of Radcliffe SPC, Ltd.'s Class A Convertible Crossover Segregated Portfolio.  RGC Management Company, LLC (“Management”) is the general partner of RG Capital.  Steve Katznelson and Gerald Stahlecker serve as the managing members of Management.  Each of RG Capital, Management and Messrs. Katznelson and Stahlecker disclaims beneficial ownership of the securities owned by Radcliffe SPC, Ltd. for and on behalf of the Class A Convertible Crossover Segregated Portfolio.

 

4



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:

See Item 4(b) below.

 

(b)

Percent of Class:

Radcliffe SPC, Ltd. for and on behalf of the Class A Convertible Crossover Segregated Portfolio purchased $10,000,000 in aggregate principal amount of the Issuer’s 5.75% Convertible Senior Subordinated Notes due 2009 on November 26, 2004.  The Notes are convertible into 682,594 shares of Common Stock, or 6.4% of the Issuer’s Common Stock based on 10,067,049 shares outstanding as of November 10, 2004 per the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2004.  RG Capital Management, L.P. disclaims beneficial ownership of the securities owned by Radcliffe SPC, Ltd. for and on behalf of the Class A Convertible Crossover Segregated Portfolio.

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote:

0

 

 

(ii)

Shared power to vote or to direct the vote:

See Item 4(b) above.

 

 

(iii)

Sole power to dispose or to direct the disposition of:

0

 

 

(iv)

Shared power to dispose or to direct the disposition of:

See Item 4(b) above.

 

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 person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

N/A

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

N/A

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

N/A

 

Item 8.

Identification and Classification of Members of the Group

N/A

 

Item 9.

Notice of Dissolution of Group

N/A

 

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.

 

 

5



 

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.

 

 

Radcliffe SPC, Ltd. for and on behalf of the Class A
Convertible Crossover Segregated Portfolio

 

By: RG Capital Management, L.P.

 

By: RGC Management Company, LLC

 

 

Dated:  December 6, 2004

By:

/s/ Gerald F. Stahlecker

 

 

Gerald F. Stahlecker

 

 

Managing Director

 

 

 

 

RG Capital Management, L.P.

 

By: RGC Management Company, LLC

 

 

Dated:  December 6, 2004

By:

/s/ Gerald F. Stahlecker

 

 

Gerald F. Stahlecker

 

 

Managing Director

 

6



 

Exhibit A

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is used in the Schedule 13G) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the common stock, par value $0.01 per share, of Collegiate Pacific Inc., and that this Agreement be included as an Exhibit to such joint filing.  This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

 

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this 6th day of December, 2004.

 

 

Radcliffe SPC, Ltd. for and on behalf of the Class A
Convertible Crossover Segregated Portfolio

 

By: RG Capital Management, L.P.

 

By: RGC Management Company, LLC

 

 

Dated:  December 6, 2004

By:

/s/ Gerald F. Stahlecker

 

 

Gerald F. Stahlecker

 

 

Managing Director

 

 

 

 

RG Capital Management, L.P.

 

By: RGC Management Company, LLC

 

 

Dated:  December 6, 2004

By:

/s/ Gerald F. Stahlecker

 

 

Gerald F. Stahlecker

 

 

Managing Director

 

7


-----END PRIVACY-ENHANCED MESSAGE-----