-----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, AqReDnfmIQhMo8KX4iGT2HHmYM+lJw7dLM/Ck+PooPe/++0Ou+N7z+K0H7CF3Py8 EuK9lPQ9f7IQ4QdopJ9pPQ== 0001064015-05-000025.txt : 20080626 0001064015-05-000025.hdr.sgml : 20080626 20050627164705 ACCESSION NUMBER: 0001064015-05-000025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050627 ITEM INFORMATION: Other Events FILED AS OF DATE: 20050627 DATE AS OF CHANGE: 20080620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERITRANS CAPITAL CORP CENTRAL INDEX KEY: 0001064015 IRS NUMBER: 522102424 STATE OF INCORPORATION: DE FISCAL YEAR END: 0607 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-00193 FILM NUMBER: 05917928 BUSINESS ADDRESS: STREET 1: 747 THIRD AVENUE STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2123552449 MAIL ADDRESS: STREET 1: 747 THIRD AVENUE STREET 2: 4TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 8-K 1 coverletter8kspecmtg.txt U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 27, 2005 ------------ Date of Report (Date of Earliest Event Reported) AMERITRANS CAPITAL CORPORATION (Exact name of Registrant as specified in its charter) Delaware 333-63951 52-2102424 ------------------------------- ----------- ---------------- (State or other jurisdiction of (Commission (I.R.S. Employee incorporation or organization) File No.) I.D. Number) 747 Third Avenue, 4th Floor New York, New York 10017 --------------------------------------- ---------- (Address of principal executive offices (Zip Code) (800) 214-1047 ------------------------ (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act(17CFR240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c)) - -------------------------------------------------------------------------------- Items to be Included in this Report Item 8.01. Other Events Ameritrans Capital Corporation (the "Company") issued a press release to the news media announcing, among other things, a special meeting of the shareholders to vote on a proposal to make a private offering of the Company's common stock A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by reference. Press release, dated June 27, 2005. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly authorized and caused the undersigned to sign this Report on the Registrant's behalf. AMERITRANS CAPITAL CORPORATION By: /s/ Gary C. Granoff --------------------------------- Name: Gary C. Granoff Title: President, Chief Executive Officer, Chief Financial Officer Dated: June 27, 2005 Exhibit Index Exhibit Number Description - ------- ----------- 99 Press Release dated June 27, 2005 EX-99 2 specialshareholdermtgrelease.txt For Immediate Release FROM: Ameritrans Capital Corporation For more information Contact: Gary Granoff (800) 214-1047 AMERITRANS ANNOUNCES SPECIAL MEETING OF SHAREHOLDERS New York, NY, June 27, 2005 - Ameritrans Capital Corporation (NASDAQ: AMTC, AMTCP) New York, NY, June 27, 2005-Ameritrans Capital Corporation (NASDQ:AMTC:AMTCP) today announced it has scheduled a Special Meeting of Shareholders to be held Thursday, July 21, 2005 at 10:00 a.m., at the law offices of Stursberg & Veith in New York City, to vote on a proposal to make a private offering of the Company's common stock, $0001 par value, at a fixed purchase price of no less than book value as of July 18, 2005 to a limited number of "accredited investors," as that term is defined in Rule 506 of Regulation D, promulgated under the Securities Act of 1933, as amended. For every four (4) shares of common stock purchased, the Company will issue to the investor one (1) warrant, exercisable for five (5) years from the date of issuance, to purchase one (1) share of common stock at an exercise price to be fixed at a specified dollar amount that is no less than book value and no more than 110% of book value. The securities sold in this offering will not be and have not been registered with the Securities Exchange Commission and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Definitive proxy materials were mailed to shareholders on or about June 27, 2005. Commenting on the proposal, Gary C. Granoff, the Company's President said,"The Board of Directors and Management believe that raising additional capital at this time will allow the Company to expand its investment portfolio and diversify the Company's investments beyond the SBA-regulated loans and investments of our subsidiary, Elk Associates Funding Corporation. This diversification will benefit both the Company and its Shareholders by providing the Company with flexibility to participate in a wide range of investment opportunities." The Company filed a definitive proxy statement with the SEC on June 27,2005. Investors and security holders are urged to read these materials and any other relevant materials filed by Ameritrans with the SEC because they contain important information about Ameritrans and the proposal to be presented at the Special Meeting of Shareholders. Investors and security holders may obtain a free copy of these materials when they become available, as well as other materials filed with the SEC concerning the Company at the SEC's website,http://www.sec.gov. Ameritrans Capital Corporation is a specialty finance company engaged in making loans to and investments in small businesses. Ameritrans' wholly owned subsidiary Elk Associates Funding Corporation was licensed by the United States Small Business Administration as a Small Business Investment Company (SBIC) in 1980. The Company maintains its offices at 747 Third Avenue, 4th Floor, New York, New York 10017. THIS ANNOUNCEMENT CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. SUCH STATEMENTS ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE PRESENTLY ANTICIPATED OR PROJECTED. AMERITRANS CAPITAL CORPORATION CAUTIONS INVESTORS NOT TO PLACE UNDUE RELIANCE ON FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS TO MANAGEMENT'S EXPECTATIONS ON THIS DATE. -----END PRIVACY-ENHANCED MESSAGE-----