-----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, LIQZF2x6YLo8dfTnH/82mKykpvBVOpaimu8/T0lfzthHIhGF+AgrZtzK/Jvw7JCg 8LrfUasE+QYWgLtTnkVdTg== 0000930413-03-000375.txt : 20030211 0000930413-03-000375.hdr.sgml : 20030211 20030211154914 ACCESSION NUMBER: 0000930413-03-000375 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20030211 GROUP MEMBERS: GRAND SLAM GENERAL PARTNERS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TFC ENTERPRISES INC CENTRAL INDEX KEY: 0000913958 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 541306895 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-45236 FILM NUMBER: 03550249 BUSINESS ADDRESS: STREET 1: 5425 ROBINHOOD ROAD SUITE 101A CITY: NORFOLK STATE: VA ZIP: 23513 BUSINESS PHONE: 8004661222 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GRAND SLAM CAPITAL PARTNERS LP CENTRAL INDEX KEY: 0001180952 IRS NUMBER: 223779125 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: ONE BRIDGE PLZ STREET 2: C/O GRAND SLAM CAPITAL PARTNERS LP CITY: FORT LEE STATE: NJ ZIP: 07024 BUSINESS PHONE: 2013464335 MAIL ADDRESS: STREET 1: ONE BRIDGE PLZ STREET 2: C/O GRAND SLAM CAPITAL PARTNERS LP CITY: FORT LEE STATE: NJ ZIP: 07024 SC 13D/A 1 c27062_13da.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3) TFC Enterprises, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 872388103 -------------------------------------------------------------- (CUSIP Number) Mitchell Sacks Grand Slam Capital Partners, LP One Bridge Plaza Fort Lee, New Jersey 07024 (201) 346-4335 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 7, 2002 ----------------------------------------------------------------------------- (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. |_| Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be 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 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). SEC 1746 (12-91) Page 1 CUSIP NO. 872388103 AMENDMENT NO. 3 TO SCHEDULE 13D - -------------------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Grand Slam Capital Partners, LP IRS # 22-3779125 - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) X (b) - -------------------------------------------------------------------------------- 3 SEC USE ONLY - ------- ------------------------------------------------------------------------ 4 SOURCE OF FUNDS* WC - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS RE- QUIRED PURSUANT TO ITEM 2(d) OR 2(e) |_| - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, USA - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER -0- NUMBER OF -------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 1,015,600 EACH -------------------------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH -0- -------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 1,015,600 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,015,600 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_| - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.80% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON PN Page 2 CUSIP NO. 872388103 AMENDMENT NO. 3 TO SCHEDULE 13D - -------------------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Grand Slam General Partners, LLC IRS # 22-3779105 - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) X (b) - -------------------------------------------------------------------------------- 3 SEC USE ONLY - ------- ------------------------------------------------------------------------ 4 SOURCE OF FUNDS* AF - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS RE- QUIRED PURSUANT TO ITEM 2(d) OR 2(e) |_| - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, USA - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER -0- NUMBER OF -------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 1,015,600 EACH -------------------------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH -0- -------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 1,015,600 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,015,600 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_| - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.80% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON HC Page 3 This amends and supplements the Statement on Schedule 13D, dated August 19, 2002 (the "Statement"), previously filed with the Securities and Exchange Commission (the "Commission") by Grand Slam Capital Partners, LP, a Delaware limited partnership ("Grand Slam Capital Partners"), and by Grand Slam General Partners, LLC, a Delaware limited liability company ("Grand Slam General Partners," together with Grand Slam Capital Partners, the "Reporting Persons"), with respect to their beneficial ownership of common stock, par value $0.01 per share (the "Common Stock"), of TFC Enterprises, Inc., a Delaware corporation (the "Issuer"). ITEM 1. SECURITY AND ISSUER The title of the class of equity securities to which this third amendment to the Statement on Schedule 13D (the "Third Amendment") relates is the Common Stock and is being filed pursuant to Rule 13d-1 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The principal offices of the Issuer are located at 5425 Robin Hood Road, Suite 101 B, Norfolk, Virginia 23513. ITEM 2. IDENTITY AND BACKGROUND (a) This Third Amendment being filed by Grand Slam Capital Partners for and on behalf of itself. Grand Slam Capital Partners was organized for the purpose of acquiring and managing assets. This Third Amendment also is being filed by Grand Slam General Partners, which serves as the general partner of Grand Slam Capital Partners. As such, Grand Slam General Partners may be deemed to control, directly or indirectly, Grand Slam Capital Partners and to beneficially own the shares of Common Stock being reported on this Third Amendment (the "New Shares") by Grand Slam Capital Partners. (b) Response unchanged. (c) Response unchanged. (d) Response unchanged. (e) Response unchanged. (f) Response unchanged. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The funds for the purchase of the shares of Common Stock set forth on EXHIBIT A hereto (the "New Shares") have come from the working capital of Grand Slam Capital Partners. The aggregate amount of funds used in making the purchases of the New Shares is $185,904.39. Page 4 ITEM 4. PURPOSE OF TRANSACTION The Reporting Persons have acquired shares of Common Stock of the Issuer, as described in the Statement and in this Third Amendment, in order to obtain a substantial equity position in the Issuer based on the Reporting Persons' belief that the Common Stock at current market prices is undervalued and represent an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of shares of Common Stock at prices that would make the purchase of additional shares desirable, the Reporting Persons may endeavor to increase their position in the Issuer through, among other things, the purchase of shares of Common Stock on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable. Grand Slam Capital Partners anticipates that, from time to time, communicating with the Issuer regarding its business and strategic opportunities, identifying to the Issuer strategic opportunities and alternatives to be considered by the Issuer, Grand Slam Capital Partners may propose, propose to arrange, or identify to the Issuer sources of capital. Other than as set forth herein, neither of Grand Slam Capital Partners, nor Grand Slam General Partners, nor Mitchell Sacks, nor Erik Volfing has any current plans or proposals that relate to or would result in any of the results specified in paragraphs (a) through (j) of Item 4 of this Third Amendment. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) The Reporting Persons beneficially own an aggregate of 1,015,600 shares of Common Stock (the "Shares"), representing approximately 8.80% of the issued and outstanding shares of Common Stock of the Issuer. The percentage ownership of the Reporting Persons in the Issuer's capital stock is based on 11,541,033 issued and outstanding shares of the Common Stock as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2002, filed with the Commission. The executive officers and managers of Grand Slam General Partners do not beneficially own any shares of Common Stock. Since Grand Slam General Partners may be deemed to control, directly or indirectly, Grand Slam Capital Partners, Grand Slam General Partners may be deemed to have the power to direct the vote or disposition of the Shares, and accordingly, may be deemed, for purposes of determining beneficial ownership pursuant to Rule 13d-3 under the Exchange Act, to beneficially own the Shares held by Grand Slam Capital Partners. (b) Response unchanged. (c) The dates and amount of each acquisition of the New Shares is listed on EXHIBIT A hereto. Except as set forth in EXHIBIT A hereto, there have been no transactions in shares of Common Stock since the date of the filing of the Statement by Grand Slam Capital Partners, Grand Slam General Partners, Mitchell Sacks or Erik Volfing. Page 5 (d) Response unchanged. (e) Response unchanged. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Response unchanged. Page 6 ITEM 7. MATERIAL TO BE FILED AS EXHIBITS The following materials are filed as Exhibits to the Statement, as amended by this Third Amendment: EXHIBIT A: As described in Item 5. EXHIBIT B: Joint Filing Agreement. Page 7 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Third Amendment is true, complete and correct. Dated: February 11, 2003 Grand Slam Capital Partners, LP By: /s/ Mitchell Sacks --------------------------------------------- Name: Mitchell Sacks Title: Managing Partner Dated: February 11, 2003 Grand Slam General Partners, LLC By: /s/ Mitchell Sacks --------------------------------------------- Name: Mitchell Sacks Title: Principal Page 8 EX-99.A 3 c27062_ex99a.txt Exhibit A SCHEDULE OF TRANSACTIONS BY GRAND SLAM CAPITAL PARTNERS, LP NUMBER OF SHARES OF COMMON STOCK DATE OF PURCHASE PURCHASED ON NASDAQ PRICE PER SHARE - -------------------------------------------------------------------------------- 11/19/02 3,100 1.6264 11/21/02 4,300 1.6104 11/22/02 2,600 1.5969 11/25/02 5,000 1.6438 11/26/02 1,700 1.5976 11/27/02 800 1.6375 11/29/02 100 1.72 12/2/02 10,100 1.6071 12/3/02 200 1.67 12/5/02 100 1.71 12/5/02 3,000 1.6254 12/6/02 5,300 1.6273 12/9/02 5,000 1.626 12/11/02 5,000 1.4848 12/12/02 15,400 1.5323 12/13/02 6,000 1.5136 12/16/02 500 1.642 12/17/02 1,000 1.573 12/18/02 15,400 1.6264 12/19/02 400 1.6725 12/20/02 200 1.645 12/23/02 400 1.625 12/26/02 600 1.5999 12/27/02 600 1.5733 12/30/02 1,800 1.5527 12/31/02 5,200 1.5729 1/2/03 1,500 1.6186 1/3/03 1,300 1.5838 1/6/03 300 1.5866 1/8/03 1,000 1.523 1/9/03 200 1.58 1/13/03 200 1.575 1/14/03 100 1.72 1/16/03 300 1.4766 1/17/03 100 1.53 1/21/03 2,600 1.4476 1/22/03 1,300 1.4453 1/24/03 2,500 1.3732 1/28/03 1,300 1.3276 1/29/03 400 1.3675 1/30/03 2,200 1.355 1/31/03 6,900 1.4004 2/4/03 1,000 1.395 2/5/03 600 1.3899 2/7/03 2,200 1.2845 - -------------------------------------------------------------------------------- Total 119,800 EX-99.B 4 c27062_ex99b.txt Exhibit B JOINT FILING AGREEMENT The undersigned agree that this Amendment No. 3 to the Schedule 13D, dated February 11,2003, relating to the Common Stock of TFC Enterprises, Inc. shall be filed on behalf of the undersigned. Dated: February 11, 2003 Grand Slam Capital Partners, LP By: /s/ Mitchell Sacks --------------------------------------------- Name: Mitchell Sacks Title: Managing Partner Dated: February 11, 2003 Grand Slam General Partners, LLC By: /s/ Mitchell Sacks --------------------------------------------- Name: Mitchell Sacks Title: Principal -----END PRIVACY-ENHANCED MESSAGE-----