FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
COLLEGIATE PACIFIC INC [ BOO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/28/2006 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock $.01 par value per share ("Common Stock") | 02/28/2006 | P | 20,000 | A | $10.2577 | 1,628,937.5 | I(1)(2)(3) | See footnote(1)(2)(3) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Kerry Nelson is the Managing Member of Skystone Advisors LLC. Skystone Advisors LLC is the investment member of the general partner of HSO Limited Partnership, a Cayman Islands limited partnership and, as such, it is solely responsible for, among other things, investment activities of HSO Limited Partnership. An affiliate of Skystone Advisors LLC controlled by Kerry Nelson is an investment advisor registered under Section 203 of the Investment Advisers Act of 1940, as amended. |
2. HSO Limited Partnership holds 1,355,900 shares of Common Stock of Collegiate Pacific Inc., and a 5.75% Convertible Senior Subordinated Note due in 2009 (the "Note") in the principal amount of $4,000,000, convertible into 273,037.5 shares of Common Stock of Collegiate Pacific Inc., together representing approximately 13.3015.98% of the company's Common Stock (based on the company's proxy statement filed on January 26, 2006 on form DEF 14A, as of January 23, 2006 there were 10,196,393 shares of common stock outstanding.) |
3. Neither Kerry Nelson nor Skystone Advisors LLC directly holds any shares of Common Stock of Collegiate Pacific Inc. Each of Kerry Nelson and Skystone Advisors LLC may be deemed to beneficially own the 1,628,937.5 shares of Common Stock held by, or issuable upon conversion of the Note to, HSO Limited Partnership. Each of Kerry Nelson and Skystone Advisors LLC disclaims beneficial ownership of the shares of Common Stock held by HSO Limited Partnership for purposes of Section 16 and for any other purpose. |
/s/ Kerry Nelson | 03/02/2006 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |