UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No )*
WORLD ENERGY SOLUTIONS, INC.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
98145W208
(CUSIP Number)
March 6, 2013
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ¨ | Rule 13d-1(b) | |
| x | Rule 13d-1(c) | |
| ¨ | Rule 13d-1(d) |
* 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 the disclosures provided in a prior cover page.
The information required in 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.
| CUSIP No. 98145W208 | Page 2 of 8 |
| 1 |
NAME OF REPORTING PERSON
HERSHEY MANAGEMENT I, LLC |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
x |
| 3 |
SEC USE ONLY
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
0 |
| 6 |
SHARED VOTING POWER
823,005 | |
| 7 |
SOLE DISPOSITIVE POWER
0 | |
| 8 |
SHARED DISPOSITIVE POWER
823,005 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
823,005 |
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.7% |
| 12 |
TYPE OF REPORTING PERSON
IA |
| CUSIP No. 98145W208 | Page 3 of 8 |
| 1 |
NAME OF REPORTING PERSON
hershey strategic capital, Lp |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
x |
| 3 |
SEC USE ONLY
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
0 |
| 6 |
SHARED VOTING POWER
400,000 | |
| 7 |
SOLE DISPOSITIVE POWER
0 | |
| 8 |
SHARED DISPOSITIVE POWER
400,000 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
400,000 |
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.3% |
| 12 |
TYPE OF REPORTING PERSON
PN |
| CUSIP No. 98145W208 | Page 4 of 8 |
| 1 |
NAME OF REPORTING PERSON
sherleigh associates inc. profit sharing plan |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)
x |
| 3 |
SEC USE ONLY
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
0 |
| 6 |
SHARED VOTING POWER
423,005 | |
| 7 |
SOLE DISPOSITIVE POWER
0 | |
| 8 |
SHARED DISPOSITIVE POWER
423,005 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
423,005 |
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.5% |
| 12 |
TYPE OF REPORTING PERSON
EP |
| CUSIP No. 98145W208 | Page 5 of 8 |
Item 1.
| (a) | Name of Issuer: |
World Energy Solutions, Inc.
| (b) | Address of Issuer’s Principal Executive Offices: |
100 Front Street
Worcester, MA 01608
Item 2.
| (a) | Name of Person Filing: |
Hershey Management I, LLC
Hershey Strategic Capital, LP
Sherleigh Associates Inc. Profit Sharing Plan
| (b) | Address of Principal Business Office or, if none, Residence: |
Hershey Management I, LLC and Hershey Strategic Capital, LP
888 7th Avenue, 17th Floor
New York, New York 10019
Sherleigh Associates Inc. Profit Sharing Plan
80 Columbus Circle PH76A
New York, NY 10023
| (c) | Citizenship: |
Hershey Management I, LLC is a Delaware limited liability company
Hershey Strategic Capital, LP is a Delaware limited partnership
Sherleigh Associates Inc. Profit Sharing Plan is a trust
| (d) | Title of Class of Securities: |
Common Stock
| (e) | CUSIP Number: |
98145W208
| CUSIP No. 98145W208 | Page 6 of 8 |
Item 3. If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
| (a) | ¨ | Broker or Dealer registered under Section 15 of the Act |
| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act |
| (c) | ¨ | Insurance Company as defined in section 3(a)(19) of the Act |
| (d) | ¨ | Investment Company registered under section 8 of the Investment Company Act |
| (e) | ¨ | Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
| (f) | ¨ | Employee Benefit Plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
| (g) | ¨ | Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
| (i) | ¨ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; |
| (j) | ¨ | A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); |
| (k) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
Item 4. Ownership.
(a) – (c)
As of the date hereof, (i) Hershey Strategic Capital, LP owns 400,000 and (b) Sherleigh Associates Inc. Profit Sharing Plan owns 423,005 shares of Common Stock of World Energy Solutions, Inc. representing 6.7% of the outstanding Common Stock, based on 12,234,186 shares of Common Stock outstanding, as reported in the issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2013.
Hershey Management I, LLC is the investment advisor of Hershey Strategic Capital, LP. Hershey Strategic Capital GP, LLC is the general partner of Hershey Strategic Capital, LP. Adam Hershey is the sole managing member of both Hershey Management I, LLC and Hershey Strategic Capital GP, LLC. As the investment advisor, Hershey Management I, LLC has the voting and dispositive power with respect to all of the shares of Common Stock owned by Hershey Strategic Capital, LP.
Additionally, pursuant to a co-investment agreement, Hershey Management I, LLC has the voting and dispositive power respect to the shares of Common Stock owned by Sherleigh Associates Inc. Profit Sharing Plan.
| CUSIP No. 98145W208 | Page 7 of 8 |
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purposes or effect, other than activities solely in connection with a nomination under Rule 14a-11.
| CUSIP No. 98145W208 | Page 8 of 8 |
SIGNATURE
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.
Dated: March 17, 2014
| Hershey Management I, LLC | |
| By: /s/ Adam Hershey | |
| Adam Hershey, Managing Member | |
| Hershey Strategic Capital, LP | |
| By: Hershey Strategic Capital GP, LLC, general partner | |
| By: /s/ Adam Hershey | |
| Adam Hershey, Managing Member | |
| Sherleigh Associates Inc. Profit Sharing Plan | |
| By: /s/ Jack Silver | |
| Jack Silver, Trustee |