0001406365-12-000008.txt : 20121119 0001406365-12-000008.hdr.sgml : 20121119 20121119184440 ACCESSION NUMBER: 0001406365-12-000008 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121116 FILED AS OF DATE: 20121119 DATE AS OF CHANGE: 20121119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kidston Samuel A CENTRAL INDEX KEY: 0001406365 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35094 FILM NUMBER: 121216063 MAIL ADDRESS: STREET 1: 10 TOWER OFFICE PARK, SUITE 420 CITY: WOBURN STATE: MA ZIP: 01801 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SED INTERNATIONAL HOLDINGS INC CENTRAL INDEX KEY: 0000800286 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-COMPUTER & PERIPHERAL EQUIPMENT & SOFTWARE [5045] IRS NUMBER: 222715444 STATE OF INCORPORATION: 2Q FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 3505 NEWPOINT PLACE, #450 CITY: LAWRENCEVILLE STATE: GA ZIP: 30043 BUSINESS PHONE: 7704918962 MAIL ADDRESS: STREET 1: 3505 NEWPOINT PLACE, #450 CITY: LAWRENCEVILLE STATE: GA ZIP: 30043 FORMER COMPANY: FORMER CONFORMED NAME: SOUTHERN ELECTRONICS CORP DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NORTH & WEBSTER VALUE OPPORTUNITIES FUND L P CENTRAL INDEX KEY: 0001370894 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35094 FILM NUMBER: 121216061 BUSINESS ADDRESS: STREET 1: 10 TOWER OFFICE PARK, SUITE 420 CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: 617-937-5500 MAIL ADDRESS: STREET 1: 10 TOWER OFFICE PARK, SUITE 420 CITY: WOBURN STATE: MA ZIP: 01801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: North & Webster LLC CENTRAL INDEX KEY: 0001406360 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35094 FILM NUMBER: 121216062 BUSINESS ADDRESS: STREET 1: 10 TOWER OFFICE PARK, SUITE 420 CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: 617-937-5500 MAIL ADDRESS: STREET 1: 10 TOWER OFFICE PARK, SUITE 420 CITY: WOBURN STATE: MA ZIP: 01801 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: North & Webster Fund II, LP CENTRAL INDEX KEY: 0001439674 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35094 FILM NUMBER: 121216060 BUSINESS ADDRESS: STREET 1: 10 TOWER OFFICE PARK, SUITE 420 CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: 617-937-5500 MAIL ADDRESS: STREET 1: 10 TOWER OFFICE PARK, SUITE 420 CITY: WOBURN STATE: MA ZIP: 01801 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2012-11-16 0 0000800286 SED INTERNATIONAL HOLDINGS INC SED 0001406365 Kidston Samuel A 10 TOWER OFFICE PARK, SUITE 420 WOBURN MA 01801 1 1 0 1 Executive Chairman See Footnotes 0001406360 North & Webster LLC 10 TOWER OFFICE PARK, SUITE 420 WOBURN MA 01801 0 0 0 1 See Footnotes 0001370894 NORTH & WEBSTER VALUE OPPORTUNITIES FUND L P 10 TOWER OFFICE PARK, SUITE 420 WOBURN MA 01801 0 0 0 1 See Footnotes 0001439674 North & Webster Fund II, LP 10 TOWER OFFICE PARK, SUITE 420 WOBURN MA 01801 0 0 0 1 See Footnotes Common Stock, par value $0.01 2012-11-16 4 A 0 1000 1.75 A 172185 I By North & Webster Val. Opp. Fund Common Stock, par value $0.01 2012-11-19 4 A 0 200 1.74 A 172385 I By North & Webster Val. Opp. Fund Common Stock, par value $0.01 2012-11-19 4 A 0 1000 1.75 A 173385 I By North & Webster Val. Opp. Fund Common Stock, par value $0.01 150463 I By North & Webster Fund II, LP Common Stock, par value $0.01 29782 I By Managed Accounts Common Stock, par value $0.01 89651 D Stock Option 2.15 Common Stock 100000 100000 D Consists of Shares owned by North & Webster Value Opportunities Fund, LP (NW Value Opportunities Fund). North & Webster, LLC, as the General Partner of NW Value Opportunities Fund, may be deemed to beneficially own the Shares owned by NW Value Opportunities Fund. Mr. Kidston, as Managing Member of North & Webster, LLC, may be deemed to beneficially own the Shares owned by NW Value Opportunities Fund. Each of North & Webster, LLC, and Mr. Kidston disclaims beneficial ownership of such Shares except to the extent of its or his pecuniary interest therein. Consists of Shares owned by North & Webster Fund II, LP (NW Fund II). North & Webster, LLC, as the General Partner of NW Fund II, may be deemed to beneficially own the Shares owned by NW Fund II. Mr. Kidston, as Managing Member of North & Webster, LLC, may be deemed to beneficially own the Shares owned by NW Fund II. Each of North & Webster, LLC, and Mr. Kidston disclaims beneficial ownership of such Shares except to the extent of its or his pecuniary interest therein. Consists of Shares held by certain managed accounts over which North & Webster, LLC, has voting and dispositive power. Mr. Kidston, as the Managing Member of North & Webster, LLC, may be deemed to beneficially own the Shares held by the managed accounts. Each of North & Webster, LLC, and Mr. Kidston disclaims beneficial ownership of such Shares except to the extent of its or his pecuniary interest therein. Consists of Shares held by certain managed accounts over which North & Webster, LLC, has voting and dispositive power. Mr. Kidston, as the Managing Member of North & Webster, LLC, may be deemed to beneficially own the Shares held by the managed accounts. Each of North & Webster, LLC, and Mr. Kidston disclaims beneficial ownership of such Shares except to the extent of its or his pecuniary interest therein. 20,000 options to purchase shares are exercisable as of October 4, 2012 with 20,000 options exercisable on each of the next four anniversaries of this date. /s/ Kidston, Samuel A. 2012-11-19 By: North & Webster LLC, By:/s/Samuel A Kidston, Managing Member 2012-11-19 By: North & Webster Value Opportunities Fund, LP, BY:North & Webster, LLC, its General Partner, By:/s/ Samuel A Kidston, Managing Member 2012-11-19 By:North & Webster Fund II, By:North & Webster, LLC, its General Partner, By:/s/ Samuel A Kidston, Managing Member 2012-11-19