Unassociated Document

-----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, Ekmrly3L67+S4mv8s7XgWs30/tK/4eT5s+4M9+gjf48kvV/O4lEfF7i3Cj1RrFaY +in3LsHzMzGNdcKzR2+6dw== 0001140361-10-012949.txt : 20100319 0001140361-10-012949.hdr.sgml : 20100319 20100319163719 ACCESSION NUMBER: 0001140361-10-012949 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100318 FILED AS OF DATE: 20100319 DATE AS OF CHANGE: 20100319 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Becker Steven R CENTRAL INDEX KEY: 0001349005 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26023 FILM NUMBER: 10694572 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 1111 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Drapkin Matthew A CENTRAL INDEX KEY: 0001458693 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26023 FILM NUMBER: 10694571 MAIL ADDRESS: STREET 1: 10801 NESBITT AVENUE SOUTH CITY: BLOOMINGTON STATE: MN ZIP: 55437 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ALLOY INC CENTRAL INDEX KEY: 0001080359 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 043310676 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 151 WEST 26TH STREET STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: 2122444307 MAIL ADDRESS: STREET 1: 151 WEST 26TH STREET STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 FORMER COMPANY: FORMER CONFORMED NAME: ALLOY ONLINE INC DATE OF NAME CHANGE: 19990309 FORMER COMPANY: FORMER CONFORMED NAME: ALLOY COM INC DATE OF NAME CHANGE: 19990224 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SRB Management, L.P. CENTRAL INDEX KEY: 0001346543 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26023 FILM NUMBER: 10694574 BUSINESS ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 1111 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-756-6073 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 1111 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BC Advisors LLC CENTRAL INDEX KEY: 0001349003 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26023 FILM NUMBER: 10694573 BUSINESS ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 1111 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-756-6073 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 1111 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BD MEDIA INVESTORS LP CENTRAL INDEX KEY: 0001477651 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26023 FILM NUMBER: 10694575 BUSINESS ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: STE 1111 CITY: DALLAS STATE: TX ZIP: 75701 BUSINESS PHONE: 214 756 6016 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: STE 1111 CITY: DALLAS STATE: TX ZIP: 75701 4 1 doc1.xml FORM 4 X0303 4 2010-03-18 0 0001080359 ALLOY INC ALOY 0001477651 BD MEDIA INVESTORS LP 300 CRESCENT COURT STE 1111 DALLAS TX 75201 0 0 0 1 Member of a 13(d) 10% Group 0001346543 SRB Management, L.P. 300 CRESCENT COURT SUITE 1111 DALLAS TX 75201 0 0 0 1 Member of a 10% Group 0001349003 BC Advisors LLC 300 CRESCENT COURT SUITE 1111 DALLAS TX 75201 0 0 0 1 Member of a 10% Group 0001349005 Becker Steven R 300 CRESCENT COURT SUITE 1111 DALLAS TX 75201 0 0 0 1 Member of a 10% Group 0001458693 Drapkin Matthew A 300 CRESCENT COURT SUITE 1111 DALLAS TX 75201 0 0 0 1 Member of a 10% Group Common Stock 2010-03-18 4 P 0 2100 7.9269 A 672037 I See Footnote Represents 672,037 shares of common stock ("Common Stock") of Alloy, Inc. (the "Issuer") directly beneficially owned by BD Media Investors LP ("BD Media"). On December 17, 2009, BD Media, SRB Greenway Opportunity Fund (QP), L.P. ("Greenway Opportunity QP"), SRB Greenway Opportunity Fund, L.P. ("Greenway Opportunity, L.P."), SRB Management, L.P. ("SRB Management"), BC Advisors, LLC ("BCA"), Steven R. Becker ("Mr. Becker") and Matthew A. Drapkin ("Mr. Drapkin", and collectively with BD Media, SRB Management, BCA and Mr. Becker, the "Reporting Persons") and Kleinheinz Capital Partners, Inc., Kleinheinz Capital Partners LDC, Global Undervalued Securities Master Fund, L.P., Global Undervalued Securities Fund, L.P., Global Undervalued Securities Fund (QP), L.P., Global Undervalued Securities Fund, Ltd., and John B. Kleinheinz (the "Kleinheinz Parties") entered into a Joint Filing Agreement (the "Joint Filing Agreement"). (Continued in Footnote 3.) Pursuant to the Joint Filing Agreement, the Reporting Persons, Greenway Opportunity QP, Greenway Opportunity, L.P. and the Kleinheinz Parties agreed to coordinate their actions with respect to the purchase and sale of Common Stock and discussions over certain matters with the Issuer. As a result of the agreements contained in the Joint Filing Agreement, the Reporting Persons may be deemed to be members of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") with Greenway Opportunity QP, Greenway Opportunity, L.P. and the Kleinheinz Parties, and, therefore, may be deemed to beneficially own Common Stock beneficially owned by Greenway Opportunity QP, Greenway Opportunity, L.P. or the Kleinheinz Parties. The Reporting Persons disclaim beneficial ownership of any shares of Common Stock beneficially owned by Greenway Opportunity QP, Greenway Opportunity, L.P. or the Kleinheinz Parties, and they also disclaim pecuniary interest in any shares of Common Stock beneficially owned by the Kleinheinz Parties. (Continued in Footnote 5.) This Form 4 and the filing hereof shall not be deemed an admission that any Reporting Person is a beneficial owner of any shares of Common Stock for any purpose, other than the Common Stock reported in Table 1, or that any Reporting Person is a member of a "group". This Form 4 does not reflect any Common Stock owned, acquired or disposed of by Greenway Opportunity QP, Greenway Opportunity, L.P. or the Kleinheinz Parties. SRB Management, as the general partner of, and investment manager for, BD Media; BCA, as the general partner of SRB Management; and Mr. Becker and Mr. Drapkin, as the sole members and co-managing members of BCA and limited partners of SRB Management, may in each case be deemed to be beneficial owners of the securities reported herein for purposes of Rule 16a-1(a) of the Exchange Act. SRB Management, BCA, Mr. Becker and Mr. Drapkin disclaim any beneficial ownership of any Common Stock listed herein, except to the extent of any pecuniary interest therein. See Exhibit 99.1 2010-03-19 EX-99.1 2 misc1.htm MISCELLANEOUS EXHIBITS Unassociated Document

Signature Pages

	BD MEDIA INVESTORS LP

	By:	SRB Management, L.P., its general partner

		By:			BC Advisors, LLC, its general partner

Date: 3/19/2010					By:	/s/ Richard J. Birns
						Name: Richard J. Birns
						Title: Attorney-in-Fact

	SRB MANAGEMENT, L.P.

	By:		BC Advisors, LLC, its general partner

Date: 3/19/2010		By:		/s/ Richard J. Birns
				Name: Richard J. Birns
				Title: Attorney-in-Fact

	BC ADVISORS, LLC

Date: 3/19/2010	By:	/s/ Richard J. Birns
		Name: Richard J. Birns
		Title: Attorney-in-Fact

	STEVEN R. BECKER

Date: 3/19/2010	By:	/s/ Richard J. Birns
		Name: Richard J. Birns
		Title: Attorney-in-Fact

	MATTHEW A. DRAPKIN

Date: 3/19/2010	By:	/s/ Richard J. Birns
		Name: Richard J. Birns
		Title: Attorney-in-Fact

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