-----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, BflnrFTCWgKJn74nG4VmY1P2bKDcRY99kRxyI1pyxCk1uYm+rpGoluvaJFG9zWcS N9TSnxLqZlsdpQy2TthGrw== 0000891092-97-000489.txt : 19971222 0000891092-97-000489.hdr.sgml : 19971222 ACCESSION NUMBER: 0000891092-97-000489 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971219 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRANSACT TECHNOLOGIES INC CENTRAL INDEX KEY: 0001017303 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 061456680 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-51347 FILM NUMBER: 97741677 BUSINESS ADDRESS: STREET 1: 7 LASER LANE CITY: WALLINGFORD STATE: CT ZIP: 06492 BUSINESS PHONE: 2032691198 MAIL ADDRESS: STREET 1: 7 LASER LANE CITY: WALLINGFORD STATE: CT ZIP: 06492 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SILVER JACK CENTRAL INDEX KEY: 0000922714 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 109321745 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 660 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10021 BUSINESS PHONE: 2125428201 MAIL ADDRESS: STREET 1: 660 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10021 SC 13D/A 1 AMENDMENT NO. 2 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) * TRANSACT TECHNOLOGIES INCORPORATED (Name of Issuer) COMMON STOCK (Title of Class of Securities) 892918103 (CUSIP Number) SILVERMAN, COLLURA, CHERNIS & BALZANO, P.C., 381 Park Avenue South Suite 1601, NY, NY 10016 Attn: Michael H. Freedman (212) 779-8600 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 5, 1997 (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 [ ]. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-l(a) 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). CUSIP No. 892918103 - -------------------------------------------------------------------------------- 1) Names of Reporting Person and Social Security Number Jack Silver - -------------------------------------------------------------------------------- 2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) N/A (b) N/A - -------------------------------------------------------------------------------- 3) SEC Use Only - -------------------------------------------------------------------------------- 4) Source of Funds AF PF OO - -------------------------------------------------------------------------------- 5) Check 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 (7) Sole Voting Power 0 Common Shares Beneficially Owned by Each --------------------------------------------------- Reporting Person (8) Shared Voting Power N/A With --------------------------------------------------- (9) Sole Dispositive Power 0 Common Shares --------------------------------------------------- (10) Shared Dispositive Power N/A - -------------------------------------------------------------------------------- 11) Aggregate Amount Beneficially Owned by Each Reporting Person 0 Common Shares - -------------------------------------------------------------------------------- 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares N/A - -------------------------------------------------------------------------------- 13) Percent of Class Represented by Amount in Row (11) N/A - -------------------------------------------------------------------------------- 14) Type of Reporting Person IN - -------------------------------------------------------------------------------- Item 1. Security and Issuer a. The title of the class of equity securities to which this statement relates is Common Stock b. The name and address of the principal executive officers of the issuer of such securities is Transact Technologies, Inc., 7 Laser Lane, Wallingford, CT 06492 Item 2. Identity and Background (a) Jack Silver (b) 660 Madison Avenue, 15th Floor, New York, NY 10021 (c) Investor - Sherleigh Associates, 660 Madison Avenue, 15th Floor, New York, New York 10021 (d) During the last five years, I have not been convicted in a criminal proceeding. (e) During the last five years I have not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and I am not subject to a judgment, decree or final order enjoining violations of, or prohibiting or mandating activities subject to federal or state securities laws or finding of any violation with respect to such laws. (f) U.S.A. Item 3. Source and Amount of Funds or Other Consideration N/A Item 4. The Purpose of Transaction N/A Item 5. Interest in Securities of the Issuer (a) Mr. Silver does not beneficially own any Common Shares of the issuer. (b) Not applicable. (c) The following is a description of Mr. Silver's sales in the class of securities reported herein that were affected during the past 60 days: Owner Amount Net Proceeds ----- ------ ------------ Jack Silver 185,132 $3,283,744 Jack Silver and Shirley Silver Foundation 35,025 $ 636,896 Shirly Silver C/F Leigh Silver 10,050 $ 187,061 Shirley Silver C/F Romy Silver 10,050 $ 187,061 Shirley Silver Trust FBO Leigh Silver 17,536 $ 331,884 Shirley Silver Trust FBO Romy Silver 17,536 $ 331,884 Sherleigh Associates 20,100 $ 342,642 Sherleigh Associates Defined Benefit Pension 62,790 $1,170,670 Sherleigh Associates Profit Sharing Plan 230,350 $4,015,438 The foregoing sales were consummated via brokerage transactions which occurred within the 60 day period predating this filing. (d) There is no other person known to have the right to receive or the power to direct the receipt of dividends from or proceeds from the sale of such securities. (e) On September 30, 1997, the reporting person ceased to be a beneficial owner of more than 5% of the Common Shares. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer On June 5, 1997, Sherleigh Associates, LLC ("Sherleigh"), an affiliate of Mr. Silver, entered into a financial consulting agreement with Clayton, Dubilier & Rice, Inc. ("CDR") in connection with CDR's consideration of a possible acquisition of the issuer by Lexmark International, Inc. The agreement's term is one year and provides for a fee to be paid to Sherleigh equal to 1.1% of the "transaction consideration" (aggregate dollar amount of the consideration to be paid for the investment by CDR, including cash, securities, real and personal property). Sherleigh is to be reimbursed for reasonable accountable expenses. Item 7. Material to be Filed as Exhibits. N/A 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. December 19, 1997 - ----------------------------------------------- Date /s/ Jack Silver - ----------------------------------------------- Signature JACK SILVER - ----------------------------------------------- Name/Title The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U. S. C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----