X0202 3 2007-03-29 0 0001325460 ATS CORP ATCT.OB 0000900529 ARDSLEY ADVISORY PARTNERS 262 HARBOR DRIVE STAMFORD CT 06902 0 0 1 0 Common Stock, $0.0001 par value ("Common Stock") 3375000 I See FN Ardsley Partners Renewable Energy Fund, L.P. ("Ardsley Energy"), Ardsley Partners Fund II, L.P. ("Ardsley II") and Ardsley Partners Institutional Fund, L.P. ("Ardsley Institutional") are each a Delaware limited partnership located at c/o Ardsley Partners I, 262 Harbor Drive, Stamford, Ct. 06902. Ardsley Energy directly holds immediately exercisable warrants for 375,500 shares of Common Stock, Ardsley II directly holds immediately exercisable warrants for 1,245,600 shares of Common Stock and Ardsley Institutional directly holds immediately exercisable warrants for 769,000 shares of Common Stock, Ardsley Offshore Fund, Ltd., a British Virgin Islands corporation ("Ardsley Offshore"), directly holds immediately exercisable warrants for 951,500 shares of Common Stock, and Marion Lynton ('Lynton") holds immediately exercisable warrants for 33,900 shares of Common Stock. Ardsley Advisory Partners, a New York general partnership ("Ardsley") serves as investment manager to, and has investment discretion over the securities held by Ardsley Offshore and the Lynton Account, and serves as investment adviser to Ardsley Energy, Ardsley II, Ardsley Institutional. Phillip J. Hempleman and Ardsley Partners I, a New York general partnership ("Ardsley Partners") serve as the general partners of Ardsley Energy, Ardsley II, Ardsley Institutional. Ardsley Partners also serves as the general partner of Ardsley. Philip J. Hempleman, Ardsley and Ardsley Partners each disclaim any beneficial ownership of any of the Issuer's securities to which this Form 3 relates for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except as to such securities in which each such person may be deemed to have an indirect pecuniary interest pursuant to Rule 16a-1(a)(2). * Evidence of Power of Attorney was submitted with the Schedule 13G filed by Ardsley Advisory Partners on February 14, 2006 and is incorporated by reference herein. ARDSLEY PARTNERS RENEWABLE ENERGY FUND, L.P., BY: ARDSLEY PARTNERS I, GENERAL PARTNER, BY: /s/ Steve Napoli, General Partner 2007-05-21 ARDSLEY PARTNERS FUND II, L.P., BY: ARDSLEY PARTNERS I, GENERAL PARTNER, BY: /s/ Steve Napoli, General Partner 2007-05-21 ARDSLEY PARTNERS INSTITUTIONAL FUND, L.P., BY: ARDSLEY PARTNERS I, GENERAL PARTNER, BY: /s/ Steve Napoli, General Partner 2007-05-21 ARDSLEY OFFSHORE FUND LTD., BY: /s/ Neil Glass, Vice President 2007-05-21 ARDSLEY ADVISORY PARTNERS, By: ARDSLEY PARTNERS I, GENERAL PARTNER, BY: /s/ Steve Napoli, General Partner 2007-05-21 ARDSLEY PARTNERS I, BY: /s/ Steve Napoli, General Partner 2007-05-21 PHILIP J. HEMPLEMAN, INDIVIDUALLY, BY: /s/ Steve Napoli*, As attorney in fact for 2007-05-21