-----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, NyvisP3oeapoKPdaKCL0rZNUGyYDC/O6wLo7SmCZChixA1z9Zi3VHu9fhn1e9dBO Cfui6/cJyxHkOwnemsNEXA== /in/edgar/work/20000912/0000919574-00-000761/0000919574-00-000761.txt : 20000922 0000919574-00-000761.hdr.sgml : 20000922 ACCESSION NUMBER: 0000919574-00-000761 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000912 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MEYERSON M H & CO INC /NJ/ CENTRAL INDEX KEY: 0000913781 STANDARD INDUSTRIAL CLASSIFICATION: [6211 ] IRS NUMBER: 131924455 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-47309 FILM NUMBER: 721505 BUSINESS ADDRESS: STREET 1: NEWPORT TOWER 525 WASHINGTON BLVD STREET 2: 34TH FLOOR CITY: JERSEY CITY STATE: NJ ZIP: 07310 BUSINESS PHONE: 2014599500 MAIL ADDRESS: STREET 1: 525 WASHINGTON BLVD STREET 2: 34TH FLOOR CITY: JERSEY CITY STATE: NJ ZIP: 07310 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRONIC TRADING GROUP LLC CENTRAL INDEX KEY: 0001113056 STANDARD INDUSTRIAL CLASSIFICATION: [ ] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 111 BROADWAY STREET 2: 3RD FL. CITY: NEW YORK STATE: NY ZIP: 10006 MAIL ADDRESS: STREET 1: 111 BROADWAY STREET 2: 3RD FL. CITY: NEW YORK STATE: NY ZIP: 10006 SC 13D/A 1 0001.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) M.H. Meyerson & Co., Inc. ----------------------------------------------------------- (Name of Issuer) Common Stock, $.01 par value ----------------------------------------------------------- (Title of Class of Securities) 55301Q ----------------------------------------------------------- (CUSIP Number) Gregg Giaquinto 111 Broadway, 3rd Floor New York, New York 10006 ----------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) September 5, 2000 ----------------------------------------------------------- (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ] 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 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. 2 CUSIP No.: 55301Q 1. Name of Reporting Persons S.S. or I.R.S. Identification No. of Above Person Electronic Trading Group, L.L.C. - ID #133802811 2. Check the Appropriate Box if a Member of a Group a. [ ] b. [ ] 3. SEC Use Only 4. Source of Funds WC - See Item 3 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(D) or 2(E) [ ] 6. Citizenship or Place of Organization Illinois Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: See Item 5 8. Shared Voting Power: See Item 5 9. Sole Dispositive Power: See Item 5 10. Shared Dispositive Power: See Item 5 3 11. Aggregate Amount Beneficially Owned by Each Reporting Person 618,000 - See Item 5 (not to be construed as an admission of beneficial ownership) 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] 13. Percent of Class Represented by Amount in Row (11) 9.4% - See Item 5 14. Type of Reporting Person B/D 4 CUSIP No.: 55301Q 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Robert Kanter - ID #051321390 2. Check the Appropriate Box if a Member of a Group a. [ ] b. [ ] 3. SEC Use Only 4. Source of Funds N/A 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(D) or 2(E) [ ] 6. Citizenship or Place of Organization U.S.A. Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: See Item 5 8. Shared Voting Power: See Item 5 9. Sole Dispositive Power: See Item 5 10. Shared Dispositive Power: See Item 5 5 11. Aggregate Amount Beneficially Owned by Each Reporting Person 618,000 - See Item 5 (not to be construed as an admission of beneficial ownership) 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] 13. Percent of Class Represented by Amount in Row (11) 9.4% - See Item 5 14. Type of Reporting Person IN 6 Electronic Trading Group, L.C.C. hereby amends and supplements the Schedule 13D dated as of April 17, 2000 originally filed with the Securities and Exchange Commission (the "SEC") on April 27, 2000 as amended by (i) Amendment No. 1 dated as of April 24, 2000 filed with the SEC on April 28, 2000; (ii) Amendment No. 2 dated as of May 24, 2000 filed with the SEC on May 26, 2000 and (iii) Amendment No. 3 dated as of July 27, 2000 filed with the SEC on August 1, 2000 (the "Schedule") as follows: Item 2. Identity and Background Item 2 of the Schedule is hereby deleted in its entirety and replaced with the following: The statement is being filed by: (i) Electronic Trading Group, L.L.C. (the "Company"), a limited liability company organized under the laws of the State of Illinois and (ii) Robert Kanter who is (a) the Managing Member of the Company. The Company and Mr. Kanter are hereinafter collectively referred to as the "Reporting Persons". The Company. The Company is a broker-dealer registered under the Securities Exchange Act of 1934, as amended, and a member of the National Association of Securities Dealers, Inc. The principal office of the Company is 111 Broadway, Suite 300, New York, New York 10006. The Registered Agent and Office of the Company is Thomas Gould, 40 Skokie Boulevard, Suite 100, Northbrook, Illinois 60062. Mr. Kanter. Mr. Kanter's business address is 111 Broadway, Suite 300, New York, New York 10006. Kanter's present principal occupation is Managing Member of the Company. (d) During the last five years none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years none of the Reporting Persons has been party to a civil proceeding of a judicial or administrative body of 7 competent jurisdiction, and therefore none of such persons was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration Item 3 of the Schedule is hereby amended by inserting the following at the end of the first paragraph thereof: From July 28, 2000 to August 18, 2000, the Company purchased and sold shares of the Issuer's Common Stock resulting in an aggregate net purchase of 9,500 additional shares through open market transactions at average daily prices ranging from $3.1875 to $4.7500 per share, for a net purchase price of $20,910.71, all of which was paid in cash that was deducted from the Company's working capital. Item 3 of the Schedule is hereby further amended by inserting the following at the end thereof: As set forth in Addendum 2, from May 31, 2000 to September 5, 2000, an affiliate of the Company purchased and sold shares of the Issuer's Common Stock resulting in an aggregate net purchase of 81,300 shares through open market transactions at average daily prices ranging from $3.6400 to $5.5000 per share, for an aggregate purchase price of $380,652.77. Such shares were purchased through an account at Spear, Leeds & Kellogg ("SLK"), a broker-dealer pursuant to arrangements under which SLK may be deemed to have extended credit in connection with such purchases. Item 4. Purpose of Transactions Item 4 of the Schedule is hereby deleted in its entirety and replaced with the following: The Company and its affiliates may buy or sell additional shares of the Issuer in the open market, depending on business and market conditions, their 8 continuing evaluations of the business and prospects of the Issuer and other factors. Although they have no current plans to do so, the Company and its affiliates may in the future: 1. engage in an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; or 2. acquire a sufficient number of additional shares to exercise control of the Issuer. The Company and its affiliates have no present plans to engage in any of the other actions listed in Item 4 of the instructions to Schedule 13D. Item 5. Interest in Securities of the Issuer Item 5(a) of the Schedule is hereby deleted in its entirety and replaced with the following: The Company and its affiliate beneficially own, in the aggregate, 618,000 shares of the Issuer's Common stock which constitutes 9.4% of the Issuer's outstanding Common Stock as of June 22, 2000. Item 5(b) of the Schedule is hereby deleted in its entirety and replaced with the following: Of the 618,000 shares of Common Stock beneficially owned by the Company and its affiliates, Mr. Kanter may be deemed to share with the Company and its affiliates (i) the power to vote or direct the vote of all of the shares and (ii) the power to dispose or direct the disposition of all the shares. Item 5(c) of the Schedule is hereby amended by inserting the following after the sixth sentence thereof: From July 28, 2000 to August 18, 2000, the Company made a net purchase of 9,500 additional shares of the Issuer's Common Stock in open market transactions. 9 Item 5(c) of the Schedule is hereby further amended by inserting the following at the end thereof: As shown on Addendum 2 hereto, from July 17, 2000 to September 5, 2000, an affiliate of the Company purchased and sold shares of the Issuer's Common Stock resulting in an aggregate purchase of 41,900 shares. The shares were acquired in the open market for investment purposes. Item 5(d) of the Schedule is hereby deleted in its entirety and replaced with the following: Aside from the Company and its affiliates, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Item 6 is hereby deleted in its entirety and replaced with the following: There are no contracts, arrangements, undertakings or relationships (legal or otherwise) between or among the Company and its affiliates, Mr. Kanter and any other person with respect to any of the Issuer's securities. Item 7. Material to be Filed as Exhibits Item 7.1 of the Schedule is hereby amended by deleting "July 27, 2000" in the third line and inserting "September 5, 2000" in lieu thereof. Item 7 is hereby amended by inserting the following as Item 7.2.: 2. A list of the transactions in the shares that were effected by an affiliate of the Company during the 60 days prior to September 5, 2000 is filed herewith as Addendum 2. 10 Addendum 1 to the Schedule is hereby amended by inserting the following at the end thereof: Shares Shares Average Price Per Share Date Purchased (Sold) Position (Excluding commission) 7/28/00 2,500 529,700 3.8125 7/28/00 2,500 532,200 3.8750 7/31/00 7,700 539,900 3.8750 8/1/00 1,500 541,400 3.9375 8/1/00 2,500 543,900 4.0000 8/2/00 700 544,600 3.7500 8/2/00 200 544,800 3.1875 8/2/00 2,500 547,300 3.8750 8/3/00 900 548,200 3.6250 8/3/00 2,500 550,700 3.7500 8/4/00 2,500 553,200 3.6875 8/7/00 100 553,300 3.6875 8/8/00 (2,900) 550,400 4.3438 8/15/00 5,000 555,400 4.0000 8/15/00 (2,600) 552,800 4.1250 8/15/00 (400) 552,400 4.1875 8/16/00 10,000 562,400 4.0625 8/16/00 300 562,700 4.0938 8/16/00 5,000 567,700 4.3750 8/16/00 (1,000) 566,700 4.0313 8/16/00 (200) 566,500 4.0938 8/16/00 (1,100) 565,400 4.1250 8/17/00 200 565,600 4.3750 8/17/00 (4,000) 561,600 4.4375 8/17/00 (8,000) 553,600 4.5000 8/17/00 (4,000) 549,600 4.0536 8/17/00 (100) 549,500 4.6250 8/18/00 (2,500) 547,000 4.5000 8/18/00 (2,500) 544,500 4.5625 8/18/00 (3,500) 541,000 4.6250 8/18/00 (4,000) 537,000 4.6875 8/18/00 (300) 536,700 4.7500 _____________________________________________________________ Subtotal from 7/28/00 to 8/18/00 9,500 0 Aggregate 7/27/00 position 527,200 ______________________________________________________________ 11 Total as of 8/18/00 645,100 (108,400) 536,700 4.4766 12 The Schedule is hereby amended by inserting the following as Addendum 2: ADDENDUM 2 Shares Shares Average Price Per Share Date Purchased (Sold) Position (Excluding commission) 5/31/00 4,000 4,0000 3.6400 6/01/00 18,900 22,900 3.8100 6/02/00 2,100 25,000 4.0200 6/08/00 2,600 27,600 4.2800 6/16/00 (400) 27,200 4.3500 6/22/00 2,300 29,500 4.2000 6/22/00 2,700 32,200 4.2000 7/17/00 1,000 33,200 4.4600 8/21/00 (700) 32,500 4.8125 8/22/00 (2,500) 30,000 4.8750 8/22/00 (2,500) 27,500 4.9375 8/22/00 (2,500) 25,000 5.0000 8/22/00 (1,500) 23,500 5.0000 8/22/00 (2,000) 21,500 5.0625 8/22/00 (1,000) 20,500 5.0625 8/22/00 (200) 20,300 5.1250 8/23/00 (600) 19,700 5.0625 8/24/00 (1,000) 18,700 5.0000 8/24/00 (2,500) 16,200 5.0625 8/24/00 (200) 16,000 5.1250 8/24/00 (4,000) 12,000 5.1875 8/24/00 (600) 11,400 5.2500 8/25/00 900 12,300 4.3750 8/25/00 2,500 14,800 4.4375 8/25/00 2,500 17,300 4.5000 8/25/00 1,500 18,800 4.6250 8/25/00 1,000 19,800 4.7500 8/25/00 1,000 20,800 4.8750 8/25/00 1,000 21,800 4.9375 8/25/00 100 21,900 5.0625 8/25/00 (600) 21,300 4.7500 8/25/00 (1,000) 20,300 4.7500 8/25/00 (1,000) 19,300 5.0000 8/25/00 (500) 18,800 5.0000 8/25/00 (200) 18,600 5.0938 8/25/00 (2,000) 16,600 5.2500 8/25/00 (100) 16,500 5.5000 8/28/00 200 16,700 4.7813 8/28/00 100 16,800 4.9375 8/28/00 2,400 19,200 4.9375 8/28/00 1,000 20,200 4.9375 13 8/28/00 1,000 21,200 4.9375 8/28/00 300 21,500 4.9375 8/28/00 2,500 24,000 4.9375 8/28/00 200 24,200 4.9375 8/28/00 500 24,700 4.9375 8/28/00 100 24,800 4.9375 8/28/00 100 24,900 4.9375 8/28/00 (350) 24,550 5.1250 8/28/00 (50) 24,500 5.1250 8/29/00 2,500 27,000 5.0000 8/29/00 2,500 29,500 5.1875 8/30/00 7,500 37,000 5.1250 8/30/00 7,500 44,500 5.1875 8/30/00 7,500 52,000 5.2500 8/30/00 100 52,100 5.0938 8/30/00 10,000 62,100 5.3750 8/30/00 10,000 72,100 5.5000 8/30/00 (1,300) 70,800 5.2500 8/31/00 100 70,900 5.0938 8/31/00 100 71,000 5.1250 8/31/00 2,500 73,500 5.2500 8/31/00 2,500 76,000 5.3125 8/31/00 2,500 78,500 5.3750 8/31/00 (1,000) 77,500 5.1563 9/01/00 500 78,000 5.2500 9/05/00 1,000 79,000 5.1250 9/05/00 2,300 81,300 5.1875 _____________________________________________________________ Total 111,600 (30,300) 81,300 4.6821
14 SIGNATURE After reasonable inquiry and to the best of his or its knowledge and belief, the undersigneds hereby certify that the information set forth in this statement is true, complete and correct. ELECTRONIC TRADING GROUP, L.L.C. /s/ Robert Kanter ________________________ By: Robert Kanter Title: Member Manager Date: September 5, 2000 ROBERT KANTER /s/ Robert Kanter ______________________ Date: September 5, 2000 15 02764001.AA5 -----END PRIVACY-ENHANCED MESSAGE-----