0001754074-19-000002.txt : 20190314 0001754074-19-000002.hdr.sgml : 20190314 20190314170712 ACCESSION NUMBER: 0001754074-19-000002 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190314 DATE AS OF CHANGE: 20190314 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Heritage Global Inc. CENTRAL INDEX KEY: 0000849145 STANDARD INDUSTRIAL CLASSIFICATION: TELEGRAPH & OTHER MESSAGE COMMUNICATIONS [4822] IRS NUMBER: 592291344 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-40638 FILM NUMBER: 19681845 BUSINESS ADDRESS: STREET 1: 12625 HIGH BLUFF DRIVE STREET 2: SUITE 305 CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: 858-847-0655 MAIL ADDRESS: STREET 1: 12625 HIGH BLUFF DRIVE STREET 2: SUITE 305 CITY: SAN DIEGO STATE: CA ZIP: 92130 FORMER COMPANY: FORMER CONFORMED NAME: Counsel RB Capital Inc. DATE OF NAME CHANGE: 20110121 FORMER COMPANY: FORMER CONFORMED NAME: C2 Global Technologies Inc DATE OF NAME CHANGE: 20050812 FORMER COMPANY: FORMER CONFORMED NAME: ACCERIS COMMUNICATIONS INC DATE OF NAME CHANGE: 20040220 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Topline Capital Partners, LP CENTRAL INDEX KEY: 0001754074 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2913 3RD STREET UNIT 201 CITY: SANTA MONICA STATE: CA ZIP: 90405 BUSINESS PHONE: 310-804-0737 MAIL ADDRESS: STREET 1: 2913 3RD STREET UNIT 201 CITY: SANTA MONICA STATE: CA ZIP: 90405 SC 13G 1 Topline_H13G.txt 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ____)* Heritage Global Inc. (Name of Issuer) Common stock, $0.01 par value (Title of Class of Securities) 42727E103 (CUSIP Number) January 11, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [ ] 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 the disclosures provided in a prior cover page. The information required in 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. 42727E103 SCHEDULE 13G Page 2 of 6 1 Names of Reporting Persons Topline Capital Partners, LP 2 Check the Appropriate Box if a Member of a Group (a) [ ] (See instructions) (b) [X] 3 SEC USE ONLY 4 Citizenship or Place of Organization Delaware 5 Sole Voting Power 1,834,105 shares NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 0 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH 1,834,105 shares 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by each Reporting Person 1,834,105 shares 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) [ ] 11 Percent of Class Represented by Amount in Row 9 6.27% 12 Type of Reporting Person (See Instructions) IV, Reporting Person is a private investment company CUSIP No. 42727E103 SCHEDULE 13G Page 3 of 6 Item 1(a). Name of Issuer. Heritage Global Inc. Item 1(b). Address of Issuer's Principal Executive Offices. 12625 High Bluff Drive, Suite 305, San Diego, CA Item 2(a). Name of Person Filing. Topline Capital Partners, LP Item 2(b). Address of Principal Business Office or, if none, Residence. 2913 3rd Street, Unit 201, Santa Monica, CA 90405 Item 2(c). Citizenship. Topline Capital Partners, LP is a Delaware limited partnership Item 2(d). Title of Class of Securities. Common stock, $0.01 par value Item 2(e). CUSIP Number. 42727E103 Item 3. If this statement is filed pursuant to 240.13d- 1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). CUSIP No. 42727E103 SCHEDULE 13G Page 4 of 6 (d) [ ] Investment company registered under section 8 of the Investment Company act of 1940 (15 U.S.C. 80a-8). (e) [ ] An investment adviser in accordance with 240.13d- 1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (i) [ ] A church plan that is excluded form the definition of an investment company under section 3(c)(14) of the Investment Company act of 1940 (15 U.S.C. 80a-3). (j) [ ] A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J); (K) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ______ Item 4. Ownership. Reference is hereby made to Items 5-9 and 11 of page two (2) of this Schedule 13G, which Items are incorporated by reference herein. Item 5. Ownership of Five Percent or Less of a Class. Not applicable. CUSIP No. 42727E103 SCHEDULE 13G Page 5 of 6 Item 6. Ownership of More Than Five Percent on Behalf of Another Person. Not applicable. Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not applicable. Item 8. Identification and Classification of Members of the Group. Not applicable. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below, Collin McBirney certifies that, to the best of his knowledge and belief, the securities referred to above on page two (2) of this Schedule 13G 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. CUSIP No. 42727E103 SCHEDULE 13G Page 6 of 6 Signature After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. DATED: March 14, 2019 Topline Capital Partners, LP /s/ Collin McBirney ________________________ By: Collin McBirney its: Manager of General Partner, Topline Capital Management, LLC Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)