SC 13D/A 1 form13da.htm EMERGENT GROUP INC. form13da.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

EMERGENT GROUP INC.
         
(Name of Issuer) 

Common Stock, $0.04 par value 
 

(Title of Class of Securities)

29089V-20-3
(CUSIP Number)

Steven Morse, Esq., Morse & Morse, PLLC, 1400 Old Country Road,
Suite 302, Westbury, NY 11590 (516-487-1446)

 (Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
 
July 30, 2008 

         (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(b)(3) or (4), check the following box [  ].

Check the following box if a fee is being paid with the statement [  ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)

Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are sent.

*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("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.:29089V 203   
     
Page 2 
         
 
1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Bruce J. Haber
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                                                                                                                          
(a)  o
    (b)  x
3
SEC USE ONLY
4
SOURCE OF FUNDS*
 
PF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 7
SOLE VOTING POWER
 
   619,003
 
 8
SHARED VOTING POWER
 
  
 
 9
SOLE DISPOSITIVE POWER
 
   336,664
 
10
SHARED DISPOSITIVE POWER
 
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
336,664
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
 
    Excludes 1,276,217 shares and 105,883 warrants held in two Trusts with spouse as Trustee and the right to vote 282,339 shares held by certain persons until such shares are sold to non-affiliated parties. x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 5.1% *
14
TYPE OF REPORTING PERSON*
 
IN
 
* Based upon 6,390,109 shares outstanding as of August 8, 2008 plus the number of warrant shares beneficially owned by the Reporting Person.

 
 

 
 
         
CUSIP NO.:29089V 203   
     
Page 3
         
 
1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Bruce J. Haber Grantor Retained Annuity Trust
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                                                                                                                          
(a)  o
    (b)  x
3
SEC USE ONLY
4
SOURCE OF FUNDS*
 
Gift
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 7
SOLE VOTING POWER
 
  
 
 8
SHARED VOTING POWER
 
   1.182,914
 
 9
SOLE DISPOSITIVE POWER
 
 
10
SHARED DISPOSITIVE POWER
 
1,182,914
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,182,914
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* x
 
    Excludes an aggregate of 199,186 shares beneficially owned by the Jessica L. Haber Trust, 336,664 shares and warrants individually owned by Bruce J. Haber and 282,339 shares held by certain persons that Mr. Haber has the right to vote until such shares are sold to non-affiliated third parties.
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
18.0% *
14
TYPE OF REPORTING PERSON*
 
  00 (Trust)
 
 
* Based upon 6,390,109 shares outstanding as of August 8, 2008 plus the number of warrant shares beneficially owned by the Reporting Person.

 
 

 
 
 
         
CUSIP NO.:29089V 203   
     
Page 4
         
 
1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Michela I. Haber
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                                                                                                                          
(a)  o
    (b)  x
3
SEC USE ONLY
4
SOURCE OF FUNDS*
 
OO (Gift)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 7
SOLE VOTING POWER
 
  
 
 8
SHARED VOTING POWER
 
    1,382,100
 
 9
SOLE DISPOSITIVE POWER
 
  
 
10
SHARED DISPOSITIVE POWER
 
1,382,100
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 1,382,100
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
 
    Excludes 336,664 shares owned by Bruce J. Haber and Mr. Haber’s right to vote 282,339 shares held by certain persons until such shares are sold to non-affiliated parties. x
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
21.0% *
14
TYPE OF REPORTING PERSON*
 
IN
 
* Based upon 6,390,109 shares outstanding as of August 8, 2008 plus the number of warrant shares beneficially owned by the Reporting Person. CUSIP
 


 
         
CUSIP NO.:29089V 203   
     
Page 5
         
 
1
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
    Jessica L. Haber Trust
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                                                                                                                          
(a)  o
    (b)  x
3
SEC USE ONLY
4
SOURCE OF FUNDS*
 
OO (Gift)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
New York

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 7
SOLE VOTING POWER
 
  
 
 8
SHARED VOTING POWER
 
   199,186
 
 9
SOLE DISPOSITIVE POWER
 
  
 
10
SHARED DISPOSITIVE POWER
 
199,186
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 199,186
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
 
    Excludes 336,664 shares owned by Bruce J. Haber, Mr. Haber’s right to vote 282,339 shares held by certain persons until such shares are sold to non-affiliated parties and 1,182,914 shares held in a separate Trust. x   
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
3.0% *
14
TYPE OF REPORTING PERSON*
 
 00(TRUST)

* Based upon 6,390,109 shares outstanding as of August 8, 2008 plus the number of warrant shares beneficially owned by the Reporting Person.

 
 

 
 
         
CUSIP NO.:29089V 203  
     
Page 6
         
 
Item 1.  Security and Issuer

This statement relates to the shares of Common Stock, of Emergent Group Inc. (the “Issuer”). The Issuer's principal executive office is located at 10939 Pendleton Street, Sun Valley, CA 91352.
 
Item 2.  Identity and Background

Bruce J. Haber
 
 
 (a)
Bruce J. Haber
 
 
 (b)
c/o BJH Management, LLC, 145 Huguenot Street, Suite 405, New Rochelle, NY 10801
 
 
 (c)
Employed by the Issuer as Chief Executive Officer and Chairman of the Board.
 
 
 (d)
Not applicable

 
 (e)
Not applicable

 
 (f)
U.S.A.

 
The Jessica L. Haber Trust
 
 (a)&(b) The Jessica L. Haber Trust, 65 the Oaks, Roslyn Estates, NY 11576.
 
 
 (c)
Family Trust

 
 (d)
Not applicable

 
 (e)
Not applicable

 
 (f)
New York

 
Bruce J. Haber Grantor Retained Annuity Trust
 
 
 (a)&(b) Bruce J. Haber Grantor Retained Annuity Trust, 65 the Oaks, Roslyn Estates, NY 11576.
 
 
 (c)
Family Trust

 
 (d)
Not applicable

 
 (e)
Not applicable

 
 (f)
New York

 
 

 


         
CUSIP NO.:29089V 203  
     
Page 7
         
 
Michela I. Haber
 
(a)&(b) Michela I Haber, 65 the Oaks, Roslyn Estates, N.Y.11576.
 
 
 (c)
Michela I. Haber’s occupation is as a Journalist. She is acting as Trustee for her daughter’s Trust. Her husband is Bruce J. Haber.

 
 (d)
Not applicable

 
 (e)
Not applicable

 
 (f)
U.S.A.
 
Item 3.  Source and Amount of Funds or Other Consideration
 
Mr. Haber and the Bruce J. Haber Retained Annuity Trust purchased securities described in Item 5(c) with his and its own personal funds.
 
Item 4.  Purpose of Transactions

The Issuer completed an acquisition of certain assets of Photomedex, Inc. On July 30, 2008, the Company completed a private placement of its securities and has raised approximately $1,130,000. Mr. Haber, Chief Executive Officer of the Issuer and the Bruce J. Haber Retained Annuity Trust, participated in the private placement offering. See Item 5(c). The Reporting Persons have no other current plans or proposals which would relate to or would result in the occurrence of (a) – (j),namely,:
 
 
 
 
d.  
Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;
 
 
 
 

 
         
CUSIP NO.:29089V 203  
     
Page 8
         
 
 
 

 
Item 5.  Interest in Securities of the Issuer

            (a) - (b) As of August 8, 2008, the Issuer has 6,390,109 shares issued and outstanding. Of the 6,390,109 shares outstanding, an aggregate of 1,718,764 shares or 26.17% of the outstanding shares are beneficially owned by the reporting persons named herein, increasing to 2,001,003 shares or 30.47% for voting purposes. More specifically, Bruce J. Haber has the sole voting right over 619,003 shares or 9.4% of the outstanding shares (including 282,339 shares held pursuant to an irrevocable proxy until the shares are sold to a non-affiliated third party). Mr. Haber has the sole right of disposition over 336,664 shares, representing 5.1% of the outstanding shares of the Issuer.  The Jessica Haber Trust has the shared right to vote and dispose of 199,186 shares, representing 3.0% of the outstanding shares of the Issuer; Bruce J. Haber Grantor Retained Annuity Trust, has the shared right to vote and dispose of 1,182,914 outstanding shares, representing 18.0% of the outstanding shares and Michela I. Haber as Trustee has the shared right to vote and dispose of 1,382,100 shares held in two trusts, representing 21.0% of the outstanding shares of the Issuer.

 (c)   On July 30, 2008, Bruce J. Haber and the Bruce J. Haber Grantor Annuity Trust purchased 117,647 shares and 176,471 shares, respectively, and 70,589 warrants and 105,883 warrants, respectively, at a purchase price of $1.70 per share. The warrants are exercisable at a price of $1.75 per share through July 31, 2003.
 
            (d)  and (e) Not Applicable.

 
 

 


         
CUSIP NO.:29089V 203  
     
Page 9
         

 
Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect to the Securities of the Issuer

         Not applicable.

Item 7.  Materials to be filed as Exhibits

         Not applicable.

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.
 
Reporting Person: Bruce J. Haber    
       
August 8, 2008
By:
/s/ Bruce J. Haber  
    Bruce J. Haber  
       
       
 
Reporting Person: Bruce J. Haber Grantor Retained Annuity Trust    
       
 
By:
/s/ Michela I. Haber, Trustee  
   
Michela I. Haber as Trustee for Bruce J. Haber Grantor
Retained Annuity Trust
 
       
       
 
Reporting Person: The Jessica L. Haber Trust    
       
 
By:
/s/ Michela I. Haber, Trustee  
    Michela I. Haber as Trustee for The Jessica L. Haber Trust  
       
       
      
Reporting Person: Michela I. Haber    
       
 
By:
/s/ Michela I. Haber  
    Michela I. Haber