-----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, PPpMbxlqfHoHEsiy6JG71mWkgQqhG6WLWKZ8wWLfFHOhrgG1iGr3fNexWOVuOvyb KTWsMPhz6P1i4e7d6oKdjA== 0000921530-06-000370.txt : 20060911 0000921530-06-000370.hdr.sgml : 20060911 20060911114632 ACCESSION NUMBER: 0000921530-06-000370 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060911 DATE AS OF CHANGE: 20060911 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DATAMETRICS CORP CENTRAL INDEX KEY: 0000027082 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 953545701 STATE OF INCORPORATION: DE FISCAL YEAR END: 1028 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-30624 FILM NUMBER: 061083402 BUSINESS ADDRESS: STREET 1: 1717 DIPLOMACY ROW CITY: ORLANDO STATE: FL ZIP: 32809 BUSINESS PHONE: 4072514577 MAIL ADDRESS: STREET 1: 25B HANOVER ROAD CITY: FLORHAM PARK STATE: NJ ZIP: 07932 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PEQUOT CAPITAL MANAGEMENT INC CENTRAL INDEX KEY: 0001071955 IRS NUMBER: 061524885 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 500 NYALA FARM ROAD CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 2034292200 MAIL ADDRESS: STREET 1: 500 NYALA FARM ROAD CITY: WESTPORT STATE: CT ZIP: 06880 FORMER COMPANY: FORMER CONFORMED NAME: PEQUOT CAPITAL MANAGEMENT INC/CT/ DATE OF NAME CHANGE: 19981118 SC 13G 1 data_13g-091106.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: Name of Issuer: DATAMETRICS CORPORATION Title of Class of Securities: COMMON STOCK $0.01 PAR VALUE CUSIP Number: 238085302 Date of Event Which Requires Filing of This Statement: August 21, 2006 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] 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 (however, see the Notes). Page 2 of 4 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Pequot Capital Management, Inc. 06-1524885 2 Check the Appropriate Box If a Member of a Group (See Instructions) a. [ ] b. [ ] 3 SEC Use Only 4 Citizenship or Place of Organization CONNECTICUT 5 Sole Voting Power Number of 1,284,991 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 1,284,991 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,284,991 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11 Percent of Class Represented By Amount in Row (9) 11.3% 12 Type of Reporting Person (See Instructions) IA, CO Page 3 of 4 Pages Item 1(a) Name of Issuer: DATAMETRICS CORPORATION (the "Issuer") 1(b) Address of Issuer's Principal Executive Offices: 1717 Diplomacy Row, Orlando, Florida 32809 Item 2(a)-(c). Name, Principal Business Address, and Citizenship of Persons Filing: Pequot Capital Management, Inc., 500 Nyala Farm Road, Westport, CT, 06880, which is a Connecticut corporation. (d) Title of Class of Securities: COMMON STOCK $0.01 PAR VALUE (e) CUSIP Number: 238085302 Item 3. This statement is filed pursuant to Rule 13d-1(b)(1)(ii)(E). Pequot Capital Management, Inc. is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940. Item 4. Ownership. Ownership as of August 31, 2006 is incorporated herein by reference from items (5) - (9) and (11) of the cover page of the Reporting Person. Item 5. Ownership of Five Percent or Less of a Class. Not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. The Reporting Person is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and, as such, has beneficial ownership of the shares which are the subject of this filing through the investment discretion the reporting person exercises over its clients' accounts. Although such accounts do not have beneficial ownership of such shares for purposes of Section 13 and Section 16 of the Securities Exchange Act of 1934, one account of the Reporting Person, Pequot Willow Creek Partners Fund, L.P., owns of record more than 5% of the Issuer's outstanding shares. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company. Not applicable. Item 8. Identification and Classification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of the Group. Not applicable. Item 10. By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose or with the effect of changing or influencing the control of the issuer of such securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Page 4 of 4 Pages SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: September 11, 2006 DATAMETRICS CORPORATION By: /s/ Aryeh Davis -------------------------- Name: Aryeh Davis Title: Chief Operating Officer, General Counsel and Secretary -----END PRIVACY-ENHANCED MESSAGE-----