-----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, HLaO6Das5nvUkjBtFUqRczsSsnTWCaTJIAr9LD8OAtCQrewFXwSV8BtmLxoAvCxz eXl0RBatilg0JjpUaUxW/Q== 0001104659-09-008861.txt : 20090212 0001104659-09-008861.hdr.sgml : 20090212 20090212163958 ACCESSION NUMBER: 0001104659-09-008861 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090212 DATE AS OF CHANGE: 20090212 GROUP MEMBERS: AUGUSTINE CAPITAL MANAGEMENT, LLC GROUP MEMBERS: BRIAN D. PORTER GROUP MEMBERS: JOHN T. PORTER GROUP MEMBERS: THOMAS F. DUSZYNSKI FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AUGUSTINE FUND LP CENTRAL INDEX KEY: 0001053372 IRS NUMBER: 364186782 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 141 WEST JACKSON BLVD STE 1792 CITY: CHICAGO STATE: IL ZIP: 60604 MAIL ADDRESS: STREET 1: 141 WEST JACKSON BLVD. STE. 2182 CITY: CHICAGO STATE: IL ZIP: 60606 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PAID INC CENTRAL INDEX KEY: 0001017655 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 731479833 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-51413 FILM NUMBER: 09595445 BUSINESS ADDRESS: STREET 1: 4 BRUSSELS STREET STREET 2: SUITE 220 CITY: WORCESTER STATE: MA ZIP: 01610 BUSINESS PHONE: 5166254040 MAIL ADDRESS: STREET 1: 7633 EAST 63RD PL STREET 2: SUITE 220 CITY: TULSA STATE: OK ZIP: 74133 FORMER COMPANY: FORMER CONFORMED NAME: SALES ONLINE DIRECT INC DATE OF NAME CHANGE: 19990525 FORMER COMPANY: FORMER CONFORMED NAME: SECURITIES RESOLUTION ADVISORS INC DATE OF NAME CHANGE: 19980814 FORMER COMPANY: FORMER CONFORMED NAME: ROSE INTERNATIONAL LTD DATE OF NAME CHANGE: 19960627 SC 13G/A 1 a09-5161_1sc13ga.htm SC 13G/A

 

 

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, DC 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 3)

 

PAID, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

69561N 20 4

(CUSIP Number)

December 31, 2008

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 


 

CUSIP No. 69561N 20 4

 

 

1.

Names of Reporting Persons
Augustine Fund, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group*

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Illinois

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power
22,523,741

 

7.

Sole Dispositive Power
-0-

 

8.

Shared Dispositive Power
22,523,741

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
22,523,741

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11.

Percent of Class Represented by Amount in Row 9
9.0%

 

 

12.

Type of Reporting Person*
PN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

2


 

CUSIP No. 69561N 20 4

 

 

1.

Names of Reporting Persons
Augustine Capital Management, LLC

 

 

2.

Check the Appropriate Box if a Member of a Group*

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power
22,523,741

 

7.

Sole Dispositive Power
-0-

 

8.

Shared Dispositive Power
22,523,741

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
22,523,741

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11.

Percent of Class Represented by Amount in Row 9
9.0%

 

 

12.

Type of Reporting Person*
OO

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

3


 

CUSIP No. 69561N 20 4

 

 

1.

Names of Reporting Persons
John T. Porter

 

 

2.

Check the Appropriate Box if a Member of a Group*

 

 

(a)

x

 

 

(b)

o

 

 

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
22,523,741

 

7.

Sole Dispositive Power
-0-

 

8.

Shared Dispositive Power
22,523,741

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
22,523,741

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11.

Percent of Class Represented by Amount in Row 9
9.0%

 

 

12.

Type of Reporting Person*
IN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

4


 

CUSIP No. 69561N 20 4

 

 

1.

Names of Reporting Persons
Brian D. Porter

 

 

2.

Check the Appropriate Box if a Member of a Group*

 

 

(a)

x

 

 

(b)

o

 

 

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
22,523,741

 

7.

Sole Dispositive Power
-0-

 

8.

Shared Dispositive Power
22,523,741

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
22,523,741

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11.

Percent of Class Represented by Amount in Row 9
9.0%

 

 

12.

Type of Reporting Person*
IN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

5


 

CUSIP No. 69561N 20 4

 

 

1.

Names of Reporting Persons
Thomas F. Duszynski

 

 

2.

Check the Appropriate Box if a Member of a Group*

 

 

(a)

x

 

 

(b)

o

 

 

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
22,523,741

 

7.

Sole Dispositive Power
-0-

 

8.

Shared Dispositive Power
22,523,741

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
22,523,741

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11.

Percent of Class Represented by Amount in Row 9
9.0%

 

 

12.

Type of Reporting Person*
IN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

6


 

This Amendment No. 3 further amends the Schedule 13G originally filed on June 1, 2006, as amended on June 14, 2006 and March 14, 2007 and is filed with respect to the common stock of PAID, Inc., a corporation organized under the laws of the state of Delaware.

 

Item 1(a)

Name of Issuer:
PAID, Inc.

Item 1(b)

Address of Issuer’s Principal Executive Offices:
4 Brussels Street

Worcester, MA 01610

 

Item 2(a)

Name of Person Filing:
Augustine Fund, L.P.

Augustine Capital Management, LLC

John T. Porter

Brian D. Porter

Thomas F. Duszynski

Item 2(b)

Address of Principal Business Office, or if none, Residence:
The business address of each person filing is 141 West Jackson Boulevard,

Suite 2182, Chicago, IL 60604

Item 2(c)

Citizenship:
Augustine Fund, L.P. is an Illinois limited partnership;

Augustine Capital Management, LLC is a Delaware limited liability company;

John T. Porter, Brian D. Porter and Thomas F. Duszynski are all United States citizens and residents of the state of Illinois

Item 2(d)

Title of Class of Securities:
Common Stock

Item 2(e)

CUSIP Number:
69561N204

 

 

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:

 

Not Applicable

 

7


 

Item 4

Ownership:

Augustine Fund, L.P. (“Augustine”) may be deemed to share power to vote and dispose of the shares owned of record with its general partner Augustine Capital Management (“Augustine Capital”) and with the controlling members, directors and officers of Augustine Capital, all of whom are John T. Porter, Brian D. Porter and Thomas F. Duszynski.  Shares owned of record by Augustine may be deemed to be beneficially owned by any or all of Augustine, Augustine Capital, John T. Porter, Brian D. Porter and Thomas F. Duszynski (collectively, the “Group Members”).

 

(a)

Amount beneficially owned: 

The Group Members beneficially own 22,523,741 shares of the Common Stock.

 

(b)

Percent of class:   

The Group Members beneficially own 9.0%

 

(c)

Each of the Group Members has the number of shares listed below as to which each such Group Member has:

 

 

 

(i)

Sole power to vote or to direct the vote   

-0-

 

 

(ii)

Shared power to vote or to direct the vote    

22,523,741

 

 

(iii)

Sole power to dispose or to direct the disposition of   

-0-

 

 

(iv)

Shared power to dispose or to direct the disposition of   

22,523,741

 

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 5 percent of the class of securities, check the following  o

 

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:

 

See Attached Exhibit A – Joint Filing Agreement

 

Item 9

Notice of Dissolution of Group:

 

Not Applicable

 

8


 

Item 10

Certification:

 

By signing below we certify that, to the best of our 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 and effect.

 

SIGNATURE

 

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.

 

 

Dated:  February 12, 2009

 

 

 

 

 

 

AUGUSTINE FUND, L.P.

 

 

 

 

By:

AUGUSTINE CAPITAL MANAGEMENT, LLC

 

 

General Partner

 

 

 

 

By:

/s/John T. Porter

 

 

John T. Porter, President

 

 

 

 

 

 

 

AUGUSTINE CAPITAL MANAGEMENT, LLC

 

 

 

 

By:

/s/John T. Porter

 

 

John T. Porter, President

 

 

 

 

 

 

 

 

/s/John T. Porter

 

 

John T. Porter

 

 

 

 

 

 

 

 

/s/Brian D. Porter

 

 

Brian D. Porter

 

 

 

 

 

 

 

 

/s/Thomas F. Duszynski

 

 

Thomas F. Duszynski

 

9


 

EXHIBIT A

JOINT FILING AGREEMENT

 

Pursuant to Rule 13-d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13G to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned.

 

Date:  February 12, 2009

 

 

AUGUSTINE FUND, L.P.

 

 

 

 

By:

AUGUSTINE CAPITAL MANAGEMENT, LLC

 

 

General Partner

 

 

 

 

By:

/s/John T. Porter

 

 

John T. Porter, President

 

 

 

 

 

 

 

AUGUSTINE CAPITAL MANAGEMENT, LLC

 

 

 

 

By:

/s/John T. Porter

 

 

John T. Porter, President

 

 

 

 

 

 

 

 

/s/John T. Porter

 

 

John T. Porter

 

 

 

 

 

 

 

 

/s/Brian D. Porter

 

 

Brian D. Porter

 

 

 

 

 

 

 

 

/s/Thomas F. Duszynski

 

 

Thomas F. Duszynski

 

 

 

 

10

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