SC 13D/A 1 sc-13da.txt SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) TRM CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8762636105 (CUSIP Number) With Copies to: Daniel G. Cohen J. Baur Whittlesey, Equire ReadyCash Investment Partners, L.P. Ledgewood Law Firm, P.C. c/o ReadyCash GP, Inc. 1521 Locust Street - 8th Fl. 1521 Locust Street Philadelphia, PA 19102 Philadelphia, PA 19102 (215) 731-9450 (215) 546-5005 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 2, 2004 (Date of Event Which Requires Filing of 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. [ ] CUSIP No. 8762636105 13D/A Page 2 of 8 -------------------- ----- ----------- (1) Names of Reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only) ReadyCash Investment Partners, L.P. 23-2948913 (2) Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ X ] (3) SEC USE ONLY (4) Source of Funds N/A (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] (6) Citizenship or Place of Organization Commonwealth of Pennsylvania Number of (7) Sole Voting Power Shares 26,014(1) Beneficially Owned By Each (8) Shared Voting Power Reporting 0 Person With (9) Sole Dispositive Power 26,014(2) (10) Shared Dispositive Power 0 (11) Aggregate Amount Beneficially Owned by Each Reporting Person 26,014(1) (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ X ] (13) Percent of Class Represented by Amount in Row (11) .35% (14) Type of Reporting Person PN (1) Includes: Warrants to purchase 26,014 shares of Common Stock which are exercisable within 60 days. Excludes: (a) 115,620 shares of Common Stock issuable upon conversion of Series A Preferred Stock to Common Stock, as the Reporting Person automatically dissolves and liquidates upon such conversion; (b) 234,920 shares of Common Stock issuable upon conversion of Series A Preferred Stock held by third parties, as irrevocable proxies with respect thereto terminate upon conversion of the Series A Preferred Stock. (2) Includes 26,014 shares of Common Stock issuable upon exercise of warrants held by the Reporting Person. Excludes 115,620 shares of Common Stock issuable upon conversion of Series A Preferred Stock to Common Stock, as the Reporting Person automatically dissolves and liquidates upon such conversion. CUSIP No. 8762636105 13D/A Page 3 of 8 -------------------- ----- ----------- (1) Names of Reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only) Daniel G. Cohen (2) Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ X ] (3) SEC USE ONLY (4) Source of Funds PF (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] (6) Citizenship or Place of Organization Commonwealth of Pennsylvania Number of (7) Sole Voting Power Shares 948,342(1)(3) Beneficially Owned By Each (8) Shared Voting Power Reporting 0 Person With (9) Sole Dispositive Power 948,342(1)(3) (10) Shared Dispositive Power 26,014(2) (11) Aggregate Amount Beneficially Owned by Each Reporting Person 974,356(1)(2)(3) (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ X ] (13) Percent of Class Represented by Amount in Row (11) 13% (14) Type of Reporting Person IN (1) Includes: (a) options to purchase 257,500 shares of Common Stock exercisable within 60 days; (b) 525,179 shares of Common Stock owned by Mr. Cohen together with his wife; (c) 179 shares of Series A Preferred Stock owned by Mr. Cohen together with his wife which are convertible into 134 shares of Common Stock; (d) 21,164 shares of Series A Preferred Stock owned by Mr. Cohen which are convertible into 15,873 shares of Common Stock; and (e) warrants to purchase 3,400 shares of Common Stock which are exercisable within 60 days. (2) Includes: Warrants to purchase 26,014 shares of Common Stock exercisable within 60 days owned by ReadyCash Investment Partners, LP ("RCIP"). Mr. Cohen is an owner and director of RCIP's general partner. (3) Excludes: (a) 115,620 shares of Common Stock issuable upon conversion of Series A Preferred Stock owned by RCIP, as RCIP automatically dissolves and liquidates upon such conversion and (b) 234,920 shares of Common Stock issuable upon conversion of Series A Preferred Stock held by third parties who have granted irrevocable proxies to RCIP, as such irrevocable proxies terminate upon conversion of the Series A Preferred Stock. CUSIP No. 8762636105 13D/A Page 4 of 8 -------------------- ----- ----------- (1) Names of Reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only) Edward E. Cohen (2) Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ X ] (3) SEC USE ONLY (4) Source of Funds PF (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] (6) Citizenship or Place of Organization Commonwealth of Pennsylvania Number of (7) Sole Voting Power Shares 728,410(1) Beneficially Owned By Each (8) Shared Voting Power Reporting 0 Person With (9) Sole Dispositive Power 728,410(1) (10) Shared Dispositive Power 0 (11) Aggregate Amount Beneficially Owned by Each Reporting Person 728,410(1)(2) (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ X ] (13) Percent of Class Represented by Amount in Row (11) 9.7% (14) Type of Reporting Person IN (1) Includes: (a) 426,245 shares of Common Stock owned by Mr. Cohen together with his wife; (b) 35,954 shares of Common Stock owned in individual retirement accounts for the benefit of Mr. Cohen; (c) options to purchase 210,000 shares of Common Stock exercisable within 60 days; (d) 61,714 shares of Series A Preferred Stock owned by Mr. Cohen which are convertible into 45,968 shares of Common Stock; and (e) warrants to purchase 10,243 shares of Common Stock which are exercisable within 60 days. (2) Excludes: (a) 37,522 shares of Common Stock owned by a pension plan of which Mr. Cohen is the beneficiary; and (b) 194,252 shares of Common Stock owned by a charitable foundation of which Mr. Cohen and his spouse are trustees. CUSIP No. 8762636105 13D/A Page 5 of 8 -------------------- ----- ----------- (1) Names of Reporting Persons; I.R.S. Identification Nos. of Above Persons (entities only) Arete Foundation 23-6779271 (2) Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ X ] (3) SEC USE ONLY (4) Source of Funds N/A (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] (6) Citizenship or Place of Organization Commonwealth of Pennsylvania Number of (7) Sole Voting Power Shares 194,252 Beneficially Owned By Each (8) Shared Voting Power Reporting 0 Person With (9) Sole Dispositive Power 194,252 (10) Shared Dispositive Power 0 (11) Aggregate Amount Beneficially Owned by Each Reporting Person 194,252 (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ X ] (13) Percent of Class Represented by Amount in Row (11) 2.6% (14) Type of Reporting Person OO CUSIP No. 8762636105 13D/A Page 6 of 8 -------------------- ----- ----------- Item 1. Security and Issuer This statement relates to the Common Stock, no par value, of TRM Corporation (the "Issuer" or "TRM"). The principal executive offices of the Issuer are located at 5208 NE 122nd Avenue, Portland, Oregon 97230-1074. Item 2. Identity and Background No change for any of the Reporting Persons. Item 3. Source and Amount of Funds or Other Consideration This Amendment No. 6 is to disclose certain purchases and dispositions of common stock of TRM by Daniel G. Cohen and Edward E. Cohen. The purchases were made with personal funds. Item 4. Purpose of Transaction No change for any of the Reporting Persons. (a) None. (b) None (c) None (d) None (e) None (f) None (g) None (h) None (i) None (j) None Item 5. Interest in Securities of the Issuer. (a) Aggregate Holdings Percentage of Class ReadyCash Partners 26,014 .35% Daniel Cohen 948,342 13% Edward Cohen 728,410 9.7% Arete Foundation 194,252 2.6% (b) Sole Power to Vote Shared Power to Vote ReadyCash Partners 26,014 0 Daniel Cohen 948,342 0 Edward Cohen 728,410 0 Arete Foundation 194,252 0 CUSIP No. 8762636105 13D/A Page 7 of 8 -------------------- ----- ----------- Sole Power to Dispose Shared Power to Dispose 26,014 0 948,342 26,014 728,410 0 194,252 0 (c) Between March 2003 and the date hereof, Daniel G. Cohen purchased an additional 33,696 shares of common stock of TRM, was granted options to purchase an additional 107,500 common shares, of which 32,500 common shares underlying the options are exercisable now or in the next 60 days, and acquired another 23,311 common shares through the liquidation of a partnership, the partners of which included Mr. Cohen and Edward E. Cohen. Mr. Cohen also disposed of 10,500 shares of common stock by gift. Between March 2003 and the date hereof, Edward E. Cohen purchased an additional 5,000 shares of common stock of TRM and was granted options to purchase an additional 57,500 common shares, of which 20,000 common shares underlying the options are exercisable now or in the next 60 days. Mr. Cohen also disposed of 50,000 shares of common stock by gift. (d) None (e) Not applicable Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer No Change Item 7. Materials to be Filed as Exhibits No Change CUSIP No. 8762636105 13D/A Page 8 of 8 -------------------- ----- ----------- SIGNATURES 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. READYCASH INVESTMENT PARTNERS, L.P. By: ReadyCash GP Corp., its general partner By: /s/ Daniel G. Cohen ---------------------------------- DANIEL G. COHEN President /s/ Daniel G. Cohen --------------------------------------- DANIEL G. COHEN /s/ Edward E. Cohen --------------------------------------- EDWARD E. COHEN ARETE FOUNDATION By: /s/ Edward E. Cohen ----------------------------------- EDWARD E. COHEN Trustee May 14, 2004