0001144204-15-053793.txt : 20150904
0001144204-15-053793.hdr.sgml : 20150904
20150904141944
ACCESSION NUMBER: 0001144204-15-053793
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150824
FILED AS OF DATE: 20150904
DATE AS OF CHANGE: 20150904
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AMERICAN POWER GROUP Corp
CENTRAL INDEX KEY: 0000932699
STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510]
IRS NUMBER: 710724248
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 7 KIMBALL LANE
STREET 2: BUILDING A
CITY: LYNNFIELD
STATE: MA
ZIP: 01940
BUSINESS PHONE: 7812242411
MAIL ADDRESS:
STREET 1: 7 KIMBALL LANE
STREET 2: BUILDING A
CITY: LYNNFIELD
STATE: MA
ZIP: 01940
FORMER COMPANY:
FORMER CONFORMED NAME: GREENMAN TECHNOLOGIES INC
DATE OF NAME CHANGE: 19941110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ho Gregory P.
CENTRAL INDEX KEY: 0001549584
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13776
FILM NUMBER: 151094303
MAIL ADDRESS:
STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP
STREET 2: 650 MADISON AVENUE, 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Steffens John
CENTRAL INDEX KEY: 0001373619
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13776
FILM NUMBER: 151094304
MAIL ADDRESS:
STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP
STREET 2: 650 MADISON AVENUE, 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Spring Mountain Capital, LP
CENTRAL INDEX KEY: 0001549456
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13776
FILM NUMBER: 151094305
BUSINESS ADDRESS:
STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP
STREET 2: 650 MADISON AVENUE, 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 292-8300
MAIL ADDRESS:
STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP
STREET 2: 650 MADISON AVENUE, 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Spring Mountain Capital, LLC
CENTRAL INDEX KEY: 0001549455
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13776
FILM NUMBER: 151094306
BUSINESS ADDRESS:
STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP
STREET 2: 650 MADISON AVENUE, 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 292-8300
MAIL ADDRESS:
STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP
STREET 2: 650 MADISON AVENUE, 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Spring Mountain Capital G.P., LLC
CENTRAL INDEX KEY: 0001549593
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13776
FILM NUMBER: 151094307
BUSINESS ADDRESS:
STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP
STREET 2: 650 MADISON AVENUE, 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 292-8300
MAIL ADDRESS:
STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP
STREET 2: 650 MADISON AVENUE, 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
4/A
1
v419798_form4a.xml
OWNERSHIP DOCUMENT
X0306
4/A
2015-08-24
2015-08-27
0
0000932699
AMERICAN POWER GROUP Corp
APGI
0001549593
Spring Mountain Capital G.P., LLC
C/O SPRING MOUNTAIN CAPITAL, LP
650 MADISON AVENUE, 20TH FLOOR
NEW YORK
NY
10022
1
0
1
0
0001549455
Spring Mountain Capital, LLC
C/O SPRING MOUNTAIN CAPITAL, LP
650 MADISON AVENUE, 20TH FLOOR
NEW YORK
NY
10022
1
0
1
0
0001549456
Spring Mountain Capital, LP
C/O SPRING MOUNTAIN CAPITAL, LP
650 MADISON AVENUE, 20TH FLOOR
NEW YORK
NY
10022
1
0
1
0
0001373619
Steffens John
C/O SPRING MOUNTAIN CAPITAL, LP
650 MADISON AVENUE, 20TH FLOOR
NEW YORK
NY
10022
1
0
1
0
0001549584
Ho Gregory P.
C/O SPRING MOUNTAIN CAPITAL, LP
650 MADISON AVENUE, 20TH FLOOR
NEW YORK
NY
10022
1
0
1
0
Common Stock Purchase Warrant
0.20
2015-08-24
4
A
0
1500000
0
A
2015-08-24
2019-08-24
Common Stock
1500000
1500000
I
See Footnotes
On August 24, 2015, SMC Private Equity Holdings, LP ("SMC Holdings LP") acquired a Common Stock Purchase Warrant (the "Warrant") which is exercisable for up to 1,500,000 shares of the Issuer's common stock upon funding of a loan from SMC Holdings LP indirectly to the Issuer in the aggregate amount of $1,500,000.00 (the "Loan"). The Warrant vests with respect to SMC Holdings LP's right to exercise the Warrant into shares of the Issuer's common stock at a rate of 1 share of the Issuer's common stock per $1.00 of the Loan funded by SMC Holdings LP indirectly to the Issuer.
SMC Private Equity Holdings G.P., LLC ("SMC Holdings GP") is the general partner of SMC Holdings LP. Spring Mountain Capital G.P., LLC ("Spring Mountain GP") is the managing member of SMC Holdings GP, and pursuant to Rule 16a-1 of the Securities Exchange Act of 1934, as amended, it may be deemed to be the beneficial owner of any securities reported herein that are beneficially owned by SMC Holdings LP. Each of SMC Holdings GP and Spring Mountain GP disclaims beneficial ownership with respect to any such securities except to the extent of its pecuniary interest therein. Spring Mountain GP has the right to appoint two Directors of the Issuer and currently, Raymond Wong and Jamie Weston have been appointed by Spring Mountain GP as Directors of the Issuer. The reporting persons may be deemed to be Directors by deputization by reason of Mr. Wong and Mr. Weston, and any successor appointees, serving as Directors of the Issuer.
Spring Mountain Capital, LP ("SMC LP") acts as investment manager to SMC Holdings LP. Spring Mountain Capital, LLC ("SMC LLC") is the general partner of SMC LP. Pursuant to Rule 16a-1 of the Securities Exchange Act of 1934, as amended, each of SMC LP and SMC LLC may be deemed to be the beneficial owner of any securities reported herein that are beneficially owned by SMC Holdings LP. Each of SMC LP and SMC LLC disclaims beneficial ownership with respect to any such securities except to the extent of its pecuniary interest therein.
Mr. John L. Steffens and Mr. Gregory P. Ho are managing members of Spring Mountain GP and SMC LLC, and thus are deemed to have voting and investment control of the Warrant. Pursuant to Rule 16a-1 of the Securities Exchange Act of 1934, as amended, each of Mr. Steffens and Mr. Ho may bedeemed to be the beneficial owner of any securities reported herein that may be deemed to be beneficially owned by SMC Holdings LP, SMC Holdings GPand Spring Mountain GP. Each of Mr. Steffens and Mr. Ho disclaims beneficial ownership with respect to any such securities except to the extent of hispecuniary interest therein.
This Form 4/A amends the Form 4 filed on 08/27/2015 to add SMC LP and SMC LLC as reporting persons, in accordance with footnote 3 above.
SPRING MOUNTAIN CAPITAL G.P., LLC, By: /s/ Gregory P. Ho, Managing Member
2015-09-04
SPRING MOUNTAIN CAPITAL, LLC, By: /s/ Gregory P. Ho, Managing Member
2015-09-04
SPRING MOUNTAIN CAPITAL, LP, By: Spring Mountain Capital, LLC, General Partner, /s/ Gregory P. Ho, Managing Member
2015-09-04
/s/ John L. Steffens
2015-09-04
/s/ Gregory P. Ho
2015-09-04