-----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, CtHNeiO5K1bxWGZX1jMTHz5BpHoVUD9bCrbaXoygM3Nk8RPpRTMC5T1UJ06I4kqx Cm3OyibVEeSLknqc929Obw== 0000899140-98-000302.txt : 19980717 0000899140-98-000302.hdr.sgml : 19980717 ACCESSION NUMBER: 0000899140-98-000302 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980716 SROS: NASD GROUP MEMBERS: CORSAIR MANAGEMENT COMPANY, INC. GROUP MEMBERS: CORSAIR MANAGING PARTNERS GROUP MEMBERS: PETSCHEK JAY R SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QUESTRON TECHNOLOGY INC CENTRAL INDEX KEY: 0000732152 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRICAL APPARATUS & EQUIPMENT, WIRING SUPPLIES [5063] IRS NUMBER: 232257354 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-36323 FILM NUMBER: 98667435 BUSINESS ADDRESS: STREET 1: 6400 CONGRESS AVENUE STREET 2: SUITE 200 CITY: BOCA RATON STATE: FL ZIP: 33487 BUSINESS PHONE: 4072415251 MAIL ADDRESS: STREET 1: 6400 CONGRESS AVENUE STREET 2: SUITE 200 CITY: BOCA RATON STATE: FL ZIP: 33487 FORMER COMPANY: FORMER CONFORMED NAME: JUDICATE INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PETSCHEK JAY R CENTRAL INDEX KEY: 0001018499 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 540 MADISON AVE STREET 2: C/O LADENBERG THALMANN & CO INC CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2128721387 MAIL ADDRESS: STREET 1: C/O LADENBURG THALMANN & CO STREET 2: 540 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D/A 1 FINAL AMEMDMENT TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Final Amendment) QUESTRON TECHNOLOGY, INC. (Name of Issuer) Series B Convertible Preferred Stock, par value $.10 (Title of Class of Securities) 748372307 (CUSIP Number) Serge Benchetrit Willkie Farr & Gallagher 787 Seventh Avenue New York, New York 10019-6099 (212) 728-8000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 6, 1998 (Date of Event which Requires Filing this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ]. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss. 240.13d-7(b) for other parties to whom copies are to be sent. *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 disclosures 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). Page 1 SCHEDULE 13D CUSIP No. 748372307 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Mr. Jay R. Petschek 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* a[ ] b[X] 3. SEC USE ONLY 4. SOURCE OF FUNDS* OO 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States 7. SOLE VOTING POWER 0 8. SHARED VOTING POWER SHARES BENEFICIALLY 0 OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON WITH 0 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0 14. TYPE OF REPORTING PERSON* IN Page 2 SCHEDULE 13D CUSIP No. 748372307 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Corsair Management Company, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* a[ ] b[X] 3. SEC USE ONLY 4. SOURCE OF FUNDS* OO 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York 7. SOLE VOTING POWER 0 8. SHARED VOTING POWER SHARES BENEFICIALLY 0 OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON WITH 0 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0 14. TYPE OF REPORTING PERSON* CO Page 3 SCHEDULE 13D CUSIP No. 748372307 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Corsair Managing Partners 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* a[ ] b[X] 3. SEC USE ONLY 4. SOURCE OF FUNDS* OO 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York 7. SOLE VOTING POWER 0 8. SHARED VOTING POWER SHARES BENEFICIALLY 0 OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON WITH 0 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0 14. TYPE OF REPORTING PERSON* IN Page 4 Item 1. Security and Issuer This Final Amendment amends the Schedule 13D dated October 1, 1997 (as amended, the "Schedule 13D") filed by the Reporting Persons and relates to shares of Series B Convertible Preferred Stock, par value $.01 per share ("Preferred Stock"), of Questron Technology Inc., a Delaware corporation (the "Issuer"). The principal executive offices of the Issuer are located at 6400 Congress Avenue, Boca Raton, Florida 33487. Capitalized terms used but not defined herein shall have the meanings given them in the Schedule 13D. Item 5. Interest in Securities of the Issuer Item 5(a) of the Schedule 13D is hereby amended to state the following: As at the close of business on July 6, 1998, the Reporting Persons beneficially owned no shares of Preferred Stock. Item 5(c) of the Schedule 13D is hereby amended to state the following: On July 6, 1998, the Preferred Stock was converted into common stock of the Issuer, and the Reporting Persons held no shares of Preferred Stock. Item 5(e) of the Schedule 13D is hereby amended to state the following: On July 6, 1998, the Reporting Persons ceased to be the beneficial owner of more than five percent of the Preferred Stock. Page 5 SIGNATURE After reasonable inquiry and to best knowledge and belief, each of the undersigned certifies that the information set forth in this Statement is true, complete and correct. July 16, 1998 /s/ Jay R. Petschek ------------------- Jay R. Petschek CORSAIR MANAGEMENT COMPANY, INC. By: /s/ Jay R. Petschek ----------------------- Name: Jay R. Petschek Title: President CORSAIR MANAGING PARTNERS By: Corsair Management Company, Inc., a general partner By: /s/ Jay R. Petschek ----------------------- Name: Jay R. Petschek Title: President Page 6 EXHIBIT INDEX ------------- Exhibit A: Joint Filing Agreement, dated July 16, 1998, among the signatories to this Schedule 13D. Page 7 EX-99.1 2 JOINT FILING AGREEMENT Exhibit A --------- JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) ---------------------------- The undersigned acknowledge and agree that the foregoing Statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to the Statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument. By: /s/ Jay R. Petschek ----------------------- Jay R. Petschek CORSAIR MANAGEMENT COMPANY, INC. By: /s/ Jay R. Petschek ----------------------- Name: Jay R. Petschek Title: President CORSAIR MANAGING PARTNERS By: Corsair Management Company, Inc., a general partner By: /s/ Jay R. Petschek ----------------------- Name: Jay R. Petschek Title: President -----END PRIVACY-ENHANCED MESSAGE-----