CUSIP No. 917273104
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1
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NAME OF REPORTING PERSON.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only).
BlueLine Capital Partners, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)(a) [ ] (b) [ X ]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
124,656
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
250,606
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
250,606
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES[ ]
(See Instructions)
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.7%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
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CUSIP No. 917273104
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1
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NAME OF REPORTING PERSON.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only).
BlueLine Capital Partners II, L.P.
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)(a) [ ] (b) [ X ]
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||
3
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SEC USE ONLY
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||
4
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SOURCE OF FUNDS (See Instructions)
WC
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||
5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
125,950
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9
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SOLE DISPOSITIVE POWER
0
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||
10
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SHARED DISPOSITIVE POWER
125,950
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||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
250,606
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES[ ]
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.7%
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||
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
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CUSIP No. 917273104
|
|
1
|
NAME OF REPORTING PERSON.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only).
BlueLine Partners, L.L.C.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)(a) [ ] (b) [ X ]
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||
3
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SEC USE ONLY
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||
4
|
SOURCE OF FUNDS (See Instructions)
WC
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||
5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
California
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH
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7
|
SOLE VOTING POWER
0
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|
8
|
SHARED VOTING POWER
250,606
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||
9
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SOLE DISPOSITIVE POWER
0
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||
10
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SHARED DISPOSITIVE POWER
250,606
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||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
250,606
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES[ ]
(See Instructions)
|
||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.7%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
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(a)
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As of the date of this Amendment No. 2 to Schedule 13D, each of the Reporting Entities may be deemed to own 250,606 shares of Common Stock. These shares represent approximately 1.7% of the shares of Common Stock outstanding based on 14,784,535 shares of the Company’s Common Stock outstanding as reported in the Company’s Form 10-Q for the Company’s fiscal quarter ended March 31, 2012 as filed with the Securities and Exchange Commission on May 14, 2012.
The Reporting Entities are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Act. Each Reporting Entity expressly disclaims beneficial ownership of any of the shares of Common Stock other than those reported herein as being owned by it.
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(b)
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As of the date of this Amendment No. 2 to Schedule 13D, BCP I and BCP II beneficially own 250,606 shares of Common Stock with which the Reporting Entities have shared voting power and shared dispositive power.
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(c)
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The Reporting Entities engaged in no transactions concerning the Common Stock during the past sixty days. The Reporting Entities ceased being a 5.0% shareholder of the Company during the first half of calendar year 2011. All transactions by the Reporting Entities concerning the Common Stock were open market transactions for cash.
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1.
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Exhibit A – Joint Filing Agreement dated July 24, 2006, signed by each of the Reporting Entities – filed with the original Schedule 13D on February 2, 2006.
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