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SC 13D/A Filing
Startek (SRT) SC 13D/AStarTek, Inc.
Filed: 20 Mar 15, 12:00am
1 | NAME OF REPORTING PERSON ENGINE CAPITAL, L.P. | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) o | |
3 | SEC USE ONLY | ||
4 | SOURCE OF FUNDS WC | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ¨ | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 628,863 | |
8 | SHARED VOTING POWER - 0 - | ||
9 | SOLE DISPOSITIVE POWER 628,863 | ||
10 | SHARED DISPOSITIVE POWER - 0 - | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 628,863 | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.1% | ||
14 | TYPE OF REPORTING PERSON PN |
1 | NAME OF REPORTING PERSON ENGINE JET CAPITAL, L.P. | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) o | |
3 | SEC USE ONLY | ||
4 | SOURCE OF FUNDS WC | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ¨ | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 155,562 | |
8 | SHARED VOTING POWER - 0 - | ||
9 | SOLE DISPOSITIVE POWER 155,562 | ||
10 | SHARED DISPOSITIVE POWER - 0 - | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 155,562 | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.0% | ||
14 | TYPE OF REPORTING PERSON PN |
1 | NAME OF REPORTING PERSON P ENGINE LTD. | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) o | |
3 | SEC USE ONLY | ||
4 | SOURCE OF FUNDS WC | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ¨ | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BRITISH VIRGIN ISLANDS | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 280,447 | |
8 | SHARED VOTING POWER - 0 - | ||
9 | SOLE DISPOSITIVE POWER 280,447 | ||
10 | SHARED DISPOSITIVE POWER - 0 - | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 280,447 | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.8% | ||
14 | TYPE OF REPORTING PERSON CO |
1 | NAME OF REPORTING PERSON ENGINE CAPITAL MANAGEMENT, LLC | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) o | |
3 | SEC USE ONLY | ||
4 | SOURCE OF FUNDS OO | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ¨ | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,064,872 | |
8 | SHARED VOTING POWER - 0 - | ||
9 | SOLE DISPOSITIVE POWER 1,064,872 | ||
10 | SHARED DISPOSITIVE POWER - 0 - | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,064,872 | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.9% | ||
14 | TYPE OF REPORTING PERSON OO |
1 | NAME OF REPORTING PERSON ENGINE INVESTMENTS, LLC | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) o | |
3 | SEC USE ONLY | ||
4 | SOURCE OF FUNDS OO | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ¨ | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 784,425 | |
8 | SHARED VOTING POWER - 0 - | ||
9 | SOLE DISPOSITIVE POWER 784,425 | ||
10 | SHARED DISPOSITIVE POWER - 0 - | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 784,425 | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% | ||
14 | TYPE OF REPORTING PERSON OO |
1 | NAME OF REPORTING PERSON ARNAUD AJDLER | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) o | |
3 | SEC USE ONLY | ||
4 | SOURCE OF FUNDS OO | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | ¨ | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BELGIUM | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,064,872 | |
8 | SHARED VOTING POWER - 0 - | ||
9 | SOLE DISPOSITIVE POWER 1,064,872 | ||
10 | SHARED DISPOSITIVE POWER - 0 - | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,064,872 | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.9% | ||
14 | TYPE OF REPORTING PERSON IN |
Item 3. | Source and Amount of Funds or Other Consideration. |
Item 4. | Purpose of Transaction. |
Item 5. | Interest in Securities of the Issuer. |
A. | Engine Capital |
(a) | As of the close of business on March 19, 2015, Engine Capital directly owned 628,863 Shares. |
(b) | 1. Sole power to vote or direct vote: 628,863 |
2. Shared power to vote or direct vote: 0 |
3. Sole power to dispose or direct the disposition: 628,863 |
4. Shared power to dispose or direct the disposition: 0 |
(c) | The transactions in the Shares by Engine Capital during the past sixty days are set forth in Schedule A and are incorporated herein by reference. |
B. | Engine Jet |
(a) | As of the close of business on March 19, 2015, Engine Jet directly owned 155,562 Shares. |
(b) | 1. Sole power to vote or direct vote: 155,562 |
2. Shared power to vote or direct vote: 0 |
3. Sole power to dispose or direct the disposition: 155,562 |
4. Shared power to dispose or direct the disposition: 0 |
(c) | The transactions in the Shares by Engine Jet during the past sixty days are set forth in Schedule A and are incorporated herein by reference. |
C. | P Engine |
(a) | As of the close of business on March 19, 2015, P Engine directly owned 280,447 Shares. |
(b) | 1. Sole power to vote or direct vote: 280,447 |
2. Shared power to vote or direct vote: 0 |
3. Sole power to dispose or direct the disposition: 280,447 |
4. Shared power to dispose or direct the disposition: 0 |
(c) | The transactions in the Shares by P Engine during the past sixty days are set forth in Schedule A and are incorporated herein by reference. |
D. | Engine Management |
(a) | Engine Management, as the investment manager of each of Engine Capital, Engine Jet and P Engine, may be deemed to beneficially own the Shares owned directly by Engine Capital, Engine Jet and P Engine. As of the date hereof, Engine Management may be deemed to beneficially own 1,064,872 Shares. |
(b) | 1. Sole power to vote or direct vote: 1,064,872 |
2. Shared power to vote or direct vote: 0 |
3. Sole power to dispose or direct the disposition: 1,064,872 |
4. Shared power to dispose or direct the disposition: 0 |
(c) | Engine Management has not entered into any transactions in the Shares during the past sixty days. |
(a) | Engine Investments, as the general partner of each of Engine Capital and Engine Jet, may be deemed to beneficially own the Shares owned directly by Engine Capital and Engine Jet. As of the date hereof, Engine Investments may be deemed to beneficially own 784,425 Shares. |
(b) | 1. Sole power to vote or direct vote: 784,425 |
2. Shared power to vote or direct vote: 0 |
3. Sole power to dispose or direct the disposition: 784,425 |
4. Shared power to dispose or direct the disposition: 0 |
(c) | Engine Investments has not entered into any transactions in the Shares during the past sixty days. |
F. | Arnaud Ajdler |
(a) | Mr. Ajdler, as the managing member of Engine Management, may be deemed to beneficially own the 1,064,872 Shares owned beneficially by Engine Management. |
(b) | 1. Sole power to vote or direct vote: 1,064,872 |
2. Shared power to vote or direct vote: 0 |
3. Sole power to dispose or direct the disposition: 1,064,872 |
4. Shared power to dispose or direct the disposition: 0 |
(c) | Mr. Ajdler has not entered into any transactions in the Shares during the past sixty days. |
(d) | No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. |
(e) | Not applicable. |
Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. |
Item 7. | Material to be Filed as Exhibits. |
99.1 | Nomination and Standstill Agreement, by and among StarTek, Inc., Engine Capital, L.P., Engine Jet Capital, L.P., P Engine Ltd., Engine Investments, LLC, Engine Capital Management, LLC, and Arnaud Ajdler, dated March 19, 2015. |
Engine Capital, L.P. | |||
By: Engine Investments, LLC, General Partner | |||
By: | /s/ Arnaud Ajdler | ||
Name: | Arnaud Ajdler | ||
Title: | Managing Member |
Engine Jet Capital, L.P. | |||
By: Engine Investments, LLC, General Partner | |||
By: | /s/ Arnaud Ajdler | ||
Name: | Arnaud Ajdler | ||
Title: | Managing Member |
P Engine Ltd. | |||
By: Engine Capital Management, LLC, Investment Manager | |||
By: | /s/ Arnaud Ajdler | ||
Name: | Arnaud Ajdler | ||
Title: | Managing Member |
Engine Capital Management, LLC | |||
By: | /s/ Arnaud Ajdler | ||
Name: | Arnaud Ajdler | ||
Title: | Managing Member |
Engine Investments, LLC | |||
By: | /s/ Arnaud Ajdler | ||
Name: | Arnaud Ajdler | ||
Title: | Managing Member |
/s/ Arnaud Ajdler | |
ARNAUD AJDLER |
Shares of Common Stock Purchased | Price Per Share($) | Date of Purchase |
1,080 | 7.88 | 02/20/2015 |
201 | 7.88 | 02/20/2015 |
769 | 7.88 | 02/20/2015 |