-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GnCTj42KCPOuiPQBYlKzYDlP2IDSe48t1vkIRtC9hoeqiy4YjmLy3lrNSyY8nMqY mYl5Myd2z/v43ZZlYZhgKQ== 0000904853-02-000009.txt : 20020415 0000904853-02-000009.hdr.sgml : 20020415 ACCESSION NUMBER: 0000904853-02-000009 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020313 GROUP MEMBERS: AMSTER TRADING COMPANY GROUP MEMBERS: GOULD TRADING COMPANY GROUP MEMBERS: PLEASANT LAKE APTS. CORP. GROUP MEMBERS: PLEASANT LAKE APTS. LTD. PARTNERSHIP GROUP MEMBERS: RAMAT SECURITIES LTD. GROUP MEMBERS: TAMRA F. GOULD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALGOMA STEEL INC CENTRAL INDEX KEY: 0000943945 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-47071 FILM NUMBER: 02574019 BUSINESS ADDRESS: STREET 1: 105 WEST ST STREET 2: PO BOX 1400 CITY: SAULT STE MARIE ONTA STATE: A6 ZIP: 00000 BUSINESS PHONE: 7059452351 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AMSTER HOWARD CENTRAL INDEX KEY: 0000904853 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 25812 FAIRMONT BLVD CITY: BEACHWOOD STATE: OH ZIP: 44122 BUSINESS PHONE: 2165951047 SC 13D 1 algomasteel.txt United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Algoma Steel Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 01566M 20 4 (CUSIP Number) Howard Amster, 23811 Chagrin Blvd, Suit 200 Beachwood, OH 44122-5525 (216) 595-1047 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 7, 2002 (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 240.13d-1(e),240.13d-1(f) or 240.13d-1(g), check the following box. ( ) Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to sent. *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 disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act or 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). 1 Name of Reporting Person Howard Amster 2 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 6 Citizenship or Place of Organization USA Number of 7 Sole Voting Power 1,245,185 747,111* Shares Beneficially 8 Shared Voting Power 181,159 108,698* Owned by Each 9 Sole Dispositive Power 1,245,185 747,111* Reporting Person 10 Shared Dispositive Power 181,159 108,698* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,859,225 1,115,535* 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 6.19 %, 5.58 %* 14 Type of Reporting Person IN * Does not include shares issuable if 1% convertible notes are not converted. 1 Name of Reporting Person Amster Trading Company 2 If a Member of a Group a) / / b) /X / 3 SEC Use Only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of 7 Sole Voting Power Shares Beneficially 8 Shared Voting Power 101,739 61,046* Owned by Each 9 Sole Dispositive Power Reporting Person 10 Shared Dispositive Power 101,739 61,046* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 101,739 61,046* 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .34 % .3 %* 14 Type of Reporting Person CO * Does not include shares issuable if 1% convertible notes are not converted. 1 Name of Reporting Person Tamra F. Gould 2 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 6 Citizenship or Place of Organization USA Number of 7 Sole Voting Power Shares Beneficially 8 Shared Voting Power 44,967 16,347* Owned by Each 9 Sole Dispositive Power Reporting Person 10 Shared Dispositive Power 44,967 16,347* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 44,967 16,347* 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .15% .08 %* 14 Type of Reporting Person IN * Does not include shares issuable if 1% convertible notes are not converted. 1 Name of Reporting Person Gould Trading Company 2 If a Member of a Group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization Number of 7 Sole Voting Power Shares Beneficially 8 Shared Voting Power 44,967 16,347* Owned by Each 9 Sole Dispositive Power Reporting Person 10 Shared Dispositive Power 44,967 16,347* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 44,967 16,347* 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .15% .08%* 14 Type of Reporting Person CO * Does not include shares issuable if 1% convertible notes are not converted. 1 Name of Reporting Person Pleasant Lake Apts. Corp. 2 If a Member of a Group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds WF 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization U.S.A. Number of 7 Sole Voting Power Shares Beneficially 8 Shared Voting Power 79,420 47,652* Owned by Each 9 Sole Dispositive Power Reporting Person 10 Shared Dispositive Power 79,420 47,652* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 79,420 47,652* 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .26% .24 %* 14 Type of Reporting Person CO * Does not include shares issuable if 1% convertible notes are not converted. 1 Name of Reporting Person Pleasant Lakes Apts. Ltd. Partnership 2 If a Member of a Group a) / / b) / X/ 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization U.S.A. Number of 7 Sole Voting Power Shares Beneficially 8 Shared Voting Power 79,420 47,652* Owned by Each 9 Sole Dispositive Power Reporting Person 10 Shared Dispositive Power 79,420 47,652* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 79,420 47,652* 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .26% .24 %* 14 Type of Reporting Person OO * Does not include shares issuable if 1% convertible notes are not converted. 1 Name of Reporting Person Ramat Securities Ltd. 2 If a Member of a Group a) / / b) / X/ 3 SEC Use Only 4 Source of Funds WF 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization U.S.A. Number of 7 Sole Voting Power 432,881 259,726* Shares Beneficially 8 Shared Voting Power Owned by Each 9 Sole Dispositive Power 432,881 259,726* Reporting Person 10 Shared Dispositive Power 11 Aggregate Amount Beneficially Owned by Each Reporting Person 432,881 259,726* 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 1.44% 1.3 %* 14 Type of Reporting Person BD * Does not include shares issuable if 1% convertible notes are not converted. Item 1. Security and Issuer Algoma Steel Inc., new common stock CUSIP 01566M 20 4 Algoma Steel Inc. 105 West Street Sault Ste. Marie, Ontario, Canada P6a 7B4 (705) 945-2351 This Schedule 13D is being filed because the Member Group had owned Algoma Steel 12.375% bonds due 7/15/05 that were cancelled and exchanged for 11% notes, 1% convertible notes and new common shares of Algoma Steel Inc. The distribution of the securities were received 3/7/02. Item 2. Identity and Background Howard Amster and Tamra F. Gould are husband and wife. Each has independent assets and each disclaims any beneficial ownership in the other's assets. Howard Amster is the 100% owner of Amster Trading Company and as such can be deemed the beneficial owner of such entity and may be deemed to have shared voting and dispositive power over shares owned by Amster Trading Company. Howard Amster is the 100% owner of Pleasant Lake Apts. Corp and as such can be deemed the beneficial owner of such entity and may be deemed to have shared voting and dispositive power over shares owned by Pleasant Lake Apts. Ltd. Partnership. Pleasant Lake Apts. Corp. is the General Partner of Pleasant Lake Apts. Ltd. Partnership. Howard Amster is an 83% owner of Ramat Securities Ltd. Howard Amster can be deemed to be a beneficial owner of any securities owned by Ramat Securities Ltd., but because he does not control the voting or dispositive power of any securities owned by Ramat securities Ltd., Mr. Amster disclaims shared voting power and shared dispositive power of those shares. Tamra F. Gould is the 100% owner of Gould Trading Company and as such can be deemed the beneficial owner of such entity and may be deemed to have shared voting and dispositive power over shares owned by Gould Trading Company. a) Howard Amster b) 25812 Fairmount Blvd, Beachwood, Ohio 44122 c) Present principal occupation-Principal, Ramat Securities Ltd. broker-dealer, 23811 Chagrin Blvd., #200 Beachwood, OH d) Howard Amster has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Howard Amster has not been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. a) Tamra F. Gould b) 25812 Fairmount Blvd, Beachwood, Ohio 44122 c) Present principal occupation-Securities Trader, Tamar Securities, Inc. broker-dealer, 23811 Chagrin Blvd., #200 Beachwood, OH d) Tamra F. Gould has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Tamra F. Gould has not been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Amster Trading Company, 25812 Fairmount Blvd, Beachwood, Ohio 44122 Investments d) Neither the officers, directors, or shareholders of Amster Trading Company have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the officers, directors or shareholders of Amster Trading Company have been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Gould Trading Company, 25812 Fairmount Blvd, Beachwood, Ohio 44122 Investments d) Neither the officers, directors, or shareholders of Gould Trading Company have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the officers, directors or shareholders of Gould Trading Company have been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Pleasant Lake Apts. Corp., 25812 Fairmount Blvd, Beachwood, Ohio 44122 Investments d) Neither the officers, directors, or shareholders of Pleasant Lake Apts. Corp. have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the officers, directors or shareholders of Pleasant Lake Apts. Corp. have been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Pleasant Lake Apts. Ltd. Partnership, 7530 Lucerne Dr., #101, Middleburg Heights, Ohio 44120 Investments d) Neither the officers, directors or partners of Pleasant Lake Apts. Ltd. Partnership have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last years. e) Neither the officers, directors, or partners of Pleasant Lake Apts. Ltd. Partnership have been a party to any civil proceedings of a judicial or administrative body or competent jurisdictions of the type described in Item 2 of schedule 13D within the last five years. Ramat Securities Ltd., 23811 Chagrin Blvd, # 200, Beachwood, Ohio 44122 Broker Dealer d) Neither the members or unitholders of Ramat Securities Ltd. have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the members or unitholders of Ramat Securities Ltd. have been a party to any civil proceedings of a judicial or administrative body or competent jurisdictions of the type described in Item 2 of Schedule 13D within the last five years. Item 3. Source and Amount of Funds or Other Consideration Howard Amster in his individual retirement account purchased Algoma Steel Inc. new common shares and convertible notes with personal funds without borrowing. The total consideration for the new common share purchases is $ 1,634,380. The total consideration for the convertible notes is $ 1,089,587. Amster Trading Company purchased Algoma Steel Inc. new common shares and convertible notes with working capital without borrowing. The total consideration for the new common share purchases is $ 133,544. The total consideration for the convertible notes is $ 89,020. Gould Trading Company purchased Algoma Steel Inc. new common shares and convertible notes with working capital without borrowing. The total consideration for the new common share purchase is $ 93,914. The total consideration for the convertible notes is $ 62,609. Pleasant Lake Apts. Ltd Partnership purchased Algoma Steel Inc. new common shares and convertible notes with partnership funds without borrowing. The total consideration for the new common share purchase is $ 104,244. The total consideration for the convertible notes is $ 69,496. Ramat Securities Ltd. purchased Algoma Steel Inc. new common shares and convertible notes with working capital without borrowing. The total consideration for the new common share purchases is $ 568,177. The total consideration for the convertible notes is $ 378,794. Item 4. Purpose of Transaction Algoma announced that its Plan of Arrangement and Reorganization was Implemented on January 29, 2002. The Member Group had owned the Algoma Steel 12.375% due 7/15/05 bonds, which were cancelled. Distribution for each cancelled $ 1000 Bond: $ 357.76 11% notes due 12/31/2009, $ 178.88 1% convertible notes due 12/31/2030, 42.93 new common shares This filing reports the new common share ownership and the 1% convertible notes as if they were converted at $ 10.00 Canadian into new common shares (which has not and may not ever occur). The 1% convertible notes cannot be converted till 120 days after January 29, 2002, provided that all filings of the Issuer have been made and subject to all applicable regulatory approvals. Howard Amster, Amster Trading Company, Tamra F. Gould, Gould Trading Company, Pleasant Lake Apts. Corp., Pleasant Lake Apts. Ltd. Partnership and Ramat Securities Ltd. acquired their shares through a reorganization of the Company by exchanging their bonds for various notes and new common shares for purposes of investment. They may be deemed to be a group. a) Any member of the group might acquire additional shares or other securities of the Issuer or dispose of some or all of their shares depending upon market conditions and their personal circumstances. There are no present plans or proposals by any of the purchasers of record or the beneficial owners as reported in this Schedule 13D which relate to or would result in the following: b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries; c) A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; d) Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; e) Any material change in the present capitalization or dividend policy of the issuer; f) Any other material change in the issuer's business or corporate structure including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by section 13 of the Investment Company Act of 1940; g) Changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person; h) Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; i) A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or j) Any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer (a)(b) The aggregate amount owned by the Reporting Persons is 1,131,882 new common shares or 5.66 % of the outstanding shares and if the convertible notes were converted into 772,310 new common shares that combined would total 1,904,192 new common shares or 6.34 % of the outstanding shares. Howard Amster in his individual retirement account owns 747,111 new common shares or 3.74 % of the outstanding shares and if the convertible notes were converted into 498,074 new common shares that combined would total 1,245,185 new common shares or 4.15 % of the outstanding shares. Amster Trading Company owns 61,046 new common shares or .3 % of the new common shares outstanding and if the convertible notes were converted into 40,693 new common shares that combined would total 101,739 new common shares or .34 % of the outstanding shares. Gould Trading Company owns 16,347 new common shares or .08 % of the new common shares outstanding and if the convertible notes were converted into 28,620 new common shares that combined would total 44,967 new common shares or .15 % of the outstanding shares. Pleasant Lake Apts. Ltd. Partnership owns 47,652 new common shares or .24 % of the new common shares outstanding and if the convertible notes were converted into 31,768 new common shares that combined would total 79,420 new common shares or .26 % of the outstanding shares. Ramat Securities Ltd. owns 259,726 new common shares or 1.30 % of the new common shares outstanding and if the convertible notes were converted into 173,155 new common shares that combined would total 432,881 new common shares or 1.44 % of the outstanding shares. c) The reorganization agent was Wilmington Trust Co. Distribution from Implementation of Reorganization Plan received 3/7/02. Cost basis of new common shares $ 2.1876.
Identity Date Shares Howard Amster 11/13/01 197,478 Individual 11/26/01 103,032 Retirement 11/28/01 102,603 Account 12/07/01 34,344 12/11/01 18,717 01/15/02 290,937 Amster Trading 11/26/01 39,581 Company 11/28/01 21,465 Gould Trading 11/13/01 42,930 Company Pleasant Lake 12/11/01 47,652 Apts. Ltd. Partnership Ramat 02/12/01 62,248 Securities Ltd. 11/13/01 7,513 11/13/01 51,516 11/14/01 2,018 11/26/01 7,641 01/15/02 128,790 SHARES SOLD Executing Date Shares Price Broker Gould Trading 03/06/02 5,000 2.2644 Ramat Securities Company 03/07/02 18,283 2.2763 Ramat Securities 03/08/02 3,300 2.1732 Ramat Securities 1 % Convertible Notes due 12/31/2030, received from Reorganization Plan These notes are not convertible till 120 days after day of Plan's Implementation. Cost basis of new common shares (if converted) $ 2.1876. 1% Convertible Issuable Shares Identity Date Notes (if 1% notes converted after 120 days of plan) Howard Amster 11/13/01 $ 822,848 131,655 Individual 11/26/01 $ 429,312 68,689 Retirement 11/28/01 $ 427,523 68,394 Account 12/07/01 $ 143,104 22,897 12/11/01 $ 77,992 12,476 01/15/02 $1,212,269 193,963 Amster Trading 11/26/01 $ 164,927 26,388 Company 11/28/01 $ 89,440 14,305 Gould Trading 11/13/01 $ 178,880 28,620 Company Pleasant Lake 12/11/01 $ 198,556 31,768 Apts. Ltd Partnership Ramat 02/12/01 $ 259,376 41,500 Securities Ltd. 11/13/01 $ 31,304 5,009 11/13/01 $ 214,656 34,345 11/14/01 $ 8,407 1,347 11/26/01 $ 31,841 5,092 01/15/02 $ 536,640 85,862
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer There are no contracts, arrangements, understandings or relationships with respect to securities of the issuer with any persons except as set forth in items 2, 3, 5 above. Item 7. Material to Be Filed as Exhibits Agreement between Howard Amster and Tamra F. Gould concerning this Schedule 13D. Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Date: March 13, 2002 Howard Amster Ramat Securities Ltd. By: David Zlatin Title: Principal Amster Trading Company By: Howard Amster Title: President Tamra F. Gould Gould Trading Company By: Tamra F. Gould Title: President Pleasant Lake Apts. Corp. By: Howard Amster Title: President Pleasant Lake Apts. Limited Partnership By: Howard Amster Title: President of Pleasant Lake Apts. Corp, the General Partner EXHIBIT AGREEMENT Howard Amster and Tamra F. Gould hereby agree that the Schedule 13D to which this Agreement is attached as an exhibit is filed on behalf of each of them. Date March 13, 2002 Howard Amster Tamra F. Gould
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