0001104659-15-079994.txt : 20151118 0001104659-15-079994.hdr.sgml : 20151118 20151118174618 ACCESSION NUMBER: 0001104659-15-079994 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151117 FILED AS OF DATE: 20151118 DATE AS OF CHANGE: 20151118 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rand Logistics, Inc. CENTRAL INDEX KEY: 0001294250 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 201195343 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 500 FIFTH AVENUE STREET 2: 50TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10110 BUSINESS PHONE: 212-644-3450 MAIL ADDRESS: STREET 1: 500 FIFTH AVENUE STREET 2: 50TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10110 FORMER COMPANY: FORMER CONFORMED NAME: Rand Acquisition CORP DATE OF NAME CHANGE: 20040618 FORMER COMPANY: FORMER CONFORMED NAME: Grand Slam Acquisition CORP DATE OF NAME CHANGE: 20040617 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KNOTT DAVID M CENTRAL INDEX KEY: 0000808722 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33345 FILM NUMBER: 151241749 MAIL ADDRESS: STREET 1: 485 UNDERHILL BLVD STREET 2: STE 205 CITY: SYOSSET STATE: NY ZIP: 11791-3419 4 1 a4.xml 4 X0306 4 2015-11-17 0 0001294250 Rand Logistics, Inc. RLOG 0000808722 KNOTT DAVID M 485 UNDERHILL BLVD STE 205 SYOSSET NY 11791-3419 0 0 1 0 Series A Convertible Preferred Stock 6.2 Common Stock 895725 111070 I By Knott Partners, L.P. Series A Convertible Preferred Stock 6.2 Common Stock 277500 34410 I By Knott Partners Offshore Master Fund, L.P. Series A Convertible Preferred Stock 6.2 2015-11-17 4 J 0 940 D Common Stock 7580 0 I By Knott Partners Offshore (SRI) Fund Limited Series A Convertible Preferred Stock 6.2 Common Stock 28870 3580 I By Managed Account The Reporting Person is the managing member of Knott Partners Management, LLC, which is the managing general partner of Knott Partners, L.P. The Reporting Person is also the sole general partner of Knott Partners Offshore Master Fund, L.P., and a general partner of Knott Partners, L.P. The Reporting Person is the sole director and the president of Dorset Management Corporation, which provides investment management services to Knott Partners Offshore (SRI) Fund Limited and separate institutional managed accounts (each, a "Managed Account"). As a result of the Reporting Person's interests in Knott Partners Management, LLC and in Dorset Management Corporation, the Reporting Person has investment discretion and control of the securities represented in this entry. The Reporting Person may be deemed to beneficially own an indirect pecuniary interest in the securities represented in this entry as a result of its performance-related fee. The Reporting Person disclaims beneficial ownership of any of the securities represented in this entry except to the extent of the Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or any other purpose. Each of Knott Partners, L.P., Knott Partners Offshore Master Fund, L.P., Knott Partners Offshore (SRI) Fund Limited, and the Managed Account disclaim beneficial ownership of securities reported as beneficially owned by any other party. The Series A Convertible Preferred Stock is fully convertible and does not expire. The transaction reported in Table II is a distribution in-kind without consideration to the sole shareholder of Knott Partners Offshore (SRI) Fund Limited. By: /s/David M. Knott 2015-11-18