-----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, Fx5gQbmsOKWZ8SI0jKfibuhCyJYKp6OjmWIs0y9AdMOK2jg9NQsilqVmzicd9ZN0 BOmdQWsVyrDTmPVRQQZqLQ== 0001010422-06-000016.txt : 20060628 0001010422-06-000016.hdr.sgml : 20060628 20060628140439 ACCESSION NUMBER: 0001010422-06-000016 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060628 DATE AS OF CHANGE: 20060628 GROUP MEMBERS: OCTOBER G.P., LLC GROUP MEMBERS: THE OCTOBER FUND, LIMITED PARTNERSHIP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRM CORP CENTRAL INDEX KEY: 0000749254 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 930809419 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-47069 FILM NUMBER: 06929483 BUSINESS ADDRESS: STREET 1: 5208 N E 122ND AVENUE CITY: PORTLAND STATE: OR ZIP: 97230-1074 BUSINESS PHONE: 5032578766 FORMER COMPANY: FORMER CONFORMED NAME: TRM COPY CENTERS CORP DATE OF NAME CHANGE: 19940411 FORMER COMPANY: FORMER CONFORMED NAME: ALL COPY CORP DATE OF NAME CHANGE: 19911216 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DDJ CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001010422 IRS NUMBER: 043300754 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 141 LINDEN STREET STREET 2: SUITE 4 CITY: WELLESLEY STATE: MA ZIP: 02482-7910 BUSINESS PHONE: 781-283-8500 MAIL ADDRESS: STREET 1: 141 LINDEN STREET STREET 2: SUITE 4 CITY: WELLESLEY STATE: MA ZIP: 02482 SC 13G/A 1 trm13g1.txt AMENDMENT NO. 1 TO 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TRM Corporation - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 872636105 - --------------------------------------------------- (CUSIP Number) June 20, 2006 - -------------------------------------------------------------------------------- (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 disclosure 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). (Continued on following pages) (Page 1 of 8 Pages) SCHEDULE 13G CUSIP NO. 872636105 PAGE 2 OF 8 PAGES 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) DDJ Capital Management, LLC 04-3300754 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Commonwealth of Massachusetts NUMBER OF 5 SOLE VOTING POWER SHARES 1,075,000 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING 1,075,000 PERSON WITH 8 SHARED DISPOSITIVE POWER 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,075,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.37% 12 TYPE OF REPORTING PERSON * IA *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 872636105 PAGE 3 OF 8 PAGES 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) October G.P., LLC 04-3504881 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 5 SOLE VOTING POWER SHARES 775,000 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING 775,000 PERSON WITH 8 SHARED DISPOSITIVE POWER 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 775,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.59% 12 TYPE OF REPORTING PERSON * OO *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 872636105 PAGE 4 OF 8 PAGES 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) The October Fund, Limited Partnership 04-3504882 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Commonwealth of Massachusetts NUMBER OF 5 SOLE VOTING POWER SHARES 775,000 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING 775,000 PERSON WITH 8 SHARED DISPOSITIVE POWER 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 775,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 4.59% 12 TYPE OF REPORTING PERSON * PN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 872636105 PAGE 5 OF 8 PAGES Item 1(a) Name of Issuer: TRM Corporation Item 1(b) Address of the Issuer's Principal Executive Offices: 5208 N.E. 122nd Avenue, Portland, OR 97230 Item 2(a) Names of Persons Filing: DDJ Capital Management, LLC ("DDJ"), October G.P., LLC ("October GP"), and The October Fund, Limited Partnership ("October Fund"). Item 2(b) Address or Principal Business Office or, if None, Residence: 130 Turner Street, Building 3, Suite 600, Waltham, Massachusetts 02453 Item 2(c) Citizenship: DDJ is a Massachusetts limited liability company; October GP is a Delaware limited liability company; and October Fund is a Massachusetts limited partnership. Item 2(d) Title of Class of Securities: Common Stock (the "Shares") Item 2(e) CUSIP Number: 872636105 Item 3 Not Applicable. SCHEDULE 13G CUSIP NO. 872636105 PAGE 6 OF 8 PAGES Item 4 Ownership. Item 4(a) Amount Beneficially Owned: As of June 27, 2006, October GP, as general partner to October Fund, may be deemed the beneficial owner of 775,000 Shares held by October Fund. DDJ, as investment manager for October Fund, investment manager of October GP, and investment manager for an account that DDJ manages on behalf of an institutional investor (the "Account"), may be deemed the beneficial owner of 1,075,000 Shares, including the 775,000 Shares held by October Fund, and 300,000 Shares that are held by the Account. This aggregate amount of 1,075,000 Shares represents approximately 6.37% of the outstanding Shares of the Company. (Note: A Schedule 13G was filed by DDJ, October GP, and October Fund on March 20, 2006, which indicated that such entities in the aggregate may be deemed the beneficial owner of approximately 5.26% of the outstanding Shares of the Company as of such date. However, because an outdated share outstanding figure was utilized in such calculation of such percentage, such Schedule 13G should have reflected that such entities in the aggregate may be deemed the beneficial owner of approximately 4.38%, and not 5.26%, of the outstanding Shares of the Company as of such date). Item 4(b) Percent of Class: See attached cover sheets. Item 4(c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: See attached cover sheets. (ii) Shared power to vote or to direct the vote: -0- (iii) Sole power to dispose or to direct the disposition of: See attached cover sheets. (iv) Shared power to dispose or to direct the disposition of: -0- 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. See Item 4. SCHEDULE 13G CUSIP NO. 872636105 PAGE 7 OF 8 PAGES Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not applicable. Item 8 Identification and Classification of Members of the Group. See Item 4 above. Item 9 Notice of Dissolution. Not applicable. Item 10 Certifications. 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 that purpose or effect. SCHEDULE 13G CUSIP NO. 872636105 PAGE 8 OF 8 PAGES 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. Date: June 28, 2006 DDJ Capital Management, LLC By: /s/ Wendy Schnipper Clayton --------------------------------------------- Wendy Schnipper Clayton Attorney-in-Fact* October G.P., LLC By: DDJ Capital Management, LLC, Manager By:/s/ Wendy Schnipper Clayton - ---------------------------------------- Wendy Schnipper Clayton Attorney-in-Fact* The October Fund, Limited Partnership By: October G.P., LLC, its General Partner By: DDJ Capital Management, LLC, Manager By:/s/ Wendy Schnipper Clayton - ---------------------------------------- Wendy Schnipper Clayton Attorney-in-Fact* *See Limited Power of Attorney filed with Trikon Technologies Schedule 13G dated March 3, 2000. -----END PRIVACY-ENHANCED MESSAGE-----