0000947871-13-000106.txt : 20130214 0000947871-13-000106.hdr.sgml : 20130214 20130214145631 ACCESSION NUMBER: 0000947871-13-000106 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130214 DATE AS OF CHANGE: 20130214 GROUP MEMBERS: ADAM L. USDAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MULTIBAND CORP CENTRAL INDEX KEY: 0000732412 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 411255001 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-36987 FILM NUMBER: 13612386 BUSINESS ADDRESS: STREET 1: 9449 SCIENCE CENTER DR CITY: NEW HOPE STATE: MN ZIP: 55428 BUSINESS PHONE: 6125043000 MAIL ADDRESS: STREET 1: 9449 SCIENCE CENTER DRIVE CITY: NEW HOPE STATE: MN ZIP: 55428 FORMER COMPANY: FORMER CONFORMED NAME: MULTIBAND INC DATE OF NAME CHANGE: 20040716 FORMER COMPANY: FORMER CONFORMED NAME: VICOM INC DATE OF NAME CHANGE: 20040709 FORMER COMPANY: FORMER CONFORMED NAME: MULTIBAND INC DATE OF NAME CHANGE: 20040707 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Trellus Management Company, LLC CENTRAL INDEX KEY: 0001307877 IRS NUMBER: 133807183 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE - 9TH FL CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-389-8799 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE - 9TH FL CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 ss163029_sc13g-multiband.htm SCHEDULE 13G
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________


SCHEDULE 13G
Under the Securities Exchange Act of 1934



MULTIBAND CORPORATION
(Name of Issuer)

 
Common Stock
(Title of Class of Securities)
 

62544X209
(CUSIP Number)
 

December 31, 2012
(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)
 
 
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).


 
 
 
 
 
 
CUSIP No.  62544X209
 
    
         
1
Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)
 
Trellus Management Company, LLC (13-3807183)
2
Check The Appropriate Box If a Member of a Group (See Instructions)
 
(A) o
(B) o
 
 
3
SEC Use Only
 
 
4
Citizenship or Place of Organization
 
DELAWARE LIMITED LIABILITY COMPANY
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
Sole Voting Power
 
0
6
Shared Voting Power
 
930,198
7
Sole Dispositive Power
 
0
8
Shared Dispositive Power
 
930,198
9
Aggregate Amount Beneficially Owned by Each Reporting Person
 
930,198
10
Check If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
o
 
11
Percent of Class Represented by Amount in Row (9)
 
4.30% 
12
Type of Reporting Person (See Instructions)
 
OO
 
 
2
 
             
CUSIP No.  62544X209
 
    
         
1
Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)
 
Adam L. Usdan
2
Check The Appropriate Box If a Member of a Group (See Instructions)
 
(A) o
(B) o
 
 
3
SEC Use Only
 
 
4
Citizenship or Place of Organization
 
USA
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
Sole Voting Power
 
0
6
Shared Voting Power
 
930,198
7
Sole Dispositive Power
 
0
8
Shared Dispositive Power
 
930,198
9
Aggregate Amount Beneficially Owned by Each Reporting Person
 
930,198
10
Check If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
o
 
11
Percent of Class Represented by Amount in Row (9)
 
4.30% 
12
Type of Reporting Person (See Instructions)
 
IN
 
 
3
 
 
Item 1.
(a)
Name of Issuer:

Multiband Corporation

 
(b)
Address of Issuer’s Principal Executive Offices:

165 Ludlow Avenue
Northvale, New Jersey 07647
Item 2.
(a)
Name of Person Filing:

Trellus Management Company, LLC
Adam Usdan

 
(b)
Address of Principal Business Office or, if none, Residence:

350 Madison Avenue, 9th Floor
New York, New York  10017

 
(c)
Citizenship:

Trellus Management Company, LLC is a Delaware limited liability company.  Adam Usdan is a citizen of the United States.

 
(d)
Title of Class of Securities:

Common Stock

 
(e)
CUSIP Number:  62544X209
Item 3.
If this statement is being filed pursuant to Rule 13d-1(b) or (c), or 13d-2(b), check whether the person filing is:

 
(a)
o
Broker or dealer registered under Section 15 of the Act
 
(b)
o
Bank as defined in section 3(a)(6) of the Act
 
(c)
o
Insurance company as defined in section 3(a)(19) of the Act
 
(d)
o
Investment company registered under section 8 of the Investment Company Act of 1940
 
(e)
o
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E)
 
(f)
o
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F)
 
(g)
o
A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G)
 
(h)
o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act
 
(i)
o
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940
 
(j)
o
Group, in accordance with 13d-1(b)(1)(ii)(J)
 

 
4
 
 
Item 4.
Ownership:
 
 
(a)
Amount Beneficially Owned:
930,198*
 
       
 
(b)
Percent of Class:
4.30%*
  
       
 
(c)
Number of Shares as to which such person has:
  

 
 
(i)
Sole power to vote or direct the vote:
0
 
         
   
(ii)
Shared power to vote or direct the vote:
930,198*
 
         
   
(iii)
Sole power to dispose or direct the disposition of:
0
 
         
   
(iv)
Shared power to dispose or direct the disposition of:
930,198*
 

*See Attachment A
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

x 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
 
Various other persons have the right to receive or the power to direct the receipt of dividends from, or proceeds from sale of, the securities whose ownership is reported on this Schedule 13G.  No other person’s interest in such securities relates to more than five percent of the class.
 
Item 7. 
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on By the Parent Holding Company

N/A
Item 8.
Identification and Classification of Members of the Group

N/A
Item 9.
 Notice of Dissolution of Group

N/A
 

 
 
5
 
 
Item 10.
Certification
 
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 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.

 
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.
 
 
 
  By:  Trellus Management Company, LLC
         
         
    /s/ James Scaplen  
    Name: 
James Scaplen
  
    Title:  Chief Financial Officer  
         
                                         
       
         
    /s/ Adam L. Usdan  
    Adam L. Usdan   
 
 
 
Date:  February 14, 2013

 
6
 
                                      
ATTACHMENT A

As of December 31, 2012, Trellus Management Company, LLC (“Trellus”) was the beneficial owner of 930,198 shares of Common Stock of Multiband Corporation (“Common Stock”) for a total beneficial ownership of 4.30% of the outstanding shares of Common Stock. Adam Usdan is the President of Trellus.  Trellus and Adam Usdan are shown as sharing voting power and dispositive power of the same 930,198 shares of Common Stock.

ATTACHMENT B
 
AGREEMENT OF JOINT FILING
 
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other persons signatory below of a statement on Schedule 13G or any amendments thereto, with respect to the Common Stock of Multiband Corporation. and that this Agreement be included as an attachment to such filing.

This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.


IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on the 14th day of February, 2014.
 
  
  By:  Trellus Management Company, LLC  
   
 
    
         
   
/s/ James Scaplen
  
    Name: 
James Scaplen
  
    Title:  Chief Financial Officer  
                                                                        
       
         
    /s/ Adam L. Usdan  
    Adam L. Usdan  
         
 
 
 
 
 
 
7