UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 6)
ATS CORPORATION |
(Name of Issuer) |
Common Stock, $0.0001 par value per share |
(Title of Class of Securities) |
00211E104 |
(CUSIP Number) |
Mark L. Claster
Carl Marks & Co. Inc.
900 Third Avenue
33rd Floor
New York, New York 10022
(212) 909-8400
(Name, Address and Telephone Number of Person Authorized to |
Receive Notices and Communications) |
November 23, 2010 |
(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 o.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be 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 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).
Page 2 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
(ENTITIES ONLY) | ||||
Carl Marks & Co. Inc. | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
WC | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
500,002 | ||||
8 | SHARED VOTING POWER | |||
2,805,293 | ||||
9 | SOLE DISPOSITIVE POWER | |||
500,002 | ||||
10 | SHARED DISPOSITIVE POWER | |||
2,805,293 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
3,305,295 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
14.64% | ||||
14 | TYPE OF REPORTING PERSON* | |||
CO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 3 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
BIC Partners | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
WC, AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
Delaware | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
100,000 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
100,000 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
100,000 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.44% | ||||
14 | TYPE OF REPORTING PERSON* | |||
PN |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 4 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Susan Claster Grantor Trust | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
PF; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
526,249 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
526,249 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
526,249 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
2.33% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 5 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Andrew M. Boas | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
PF; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
United States of America | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
661,796 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
661,796 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
661,796 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
2.93% | ||||
14 | TYPE OF REPORTING PERSON* | |||
IN |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 6 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Carol A. Boas | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
PF; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
United States of America | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
60,862 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
60,862 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
60,862 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.27% | ||||
14 | TYPE OF REPORTING PERSON* | |||
IN |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 7 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Katherine Boas Trust of 2001 | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
60,862 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
60,862 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
60,862 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.27% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 8 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Benjamin W. Boas Grantor 2006 Trust | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
60,862 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
60,862 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
60,862 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.27% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 9 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Esther E. Boas Trust | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
60,862 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
60,862 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
60,862 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.27% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 10 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Hallie Boas Trust of 2007 | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
60,862 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
60,862 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
60,862 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.27% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 11 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Rebecca Boas Trust of 2008 | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
60,862 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
60,862 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
60,862 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.27% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 12 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Jessie Rachel Boas Trust of 2008 | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
60,862 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
60,862 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
60,862 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.27% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 13 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Samuel Robert Boas Trust of 2008 | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
60,862 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
60,862 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
60,862 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.27% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 14 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Daniel C. Claster Grantor Trust | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
100,000 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
100,000 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
100,000 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.44% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 15 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Matthew L. Claster Trust of 2004 | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
100,000 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
100,000 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
100,000 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.44% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 16 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Bari Claster Trust | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
OO; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
100,000 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
100,000 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
100,000 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.44% | ||||
14 | TYPE OF REPORTING PERSON* | |||
OO |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 17 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Carolyn G. Marks | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
PF; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
United States of America | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
182,588 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
182,588 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
182,588 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.81% | ||||
14 | TYPE OF REPORTING PERSON* | |||
IN |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 18 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Linda Katz | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
PF; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
United States of America | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
182,588 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
182,588 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
182,588 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.81% | ||||
14 | TYPE OF REPORTING PERSON* | |||
IN |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 19 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Constance A. Marks | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
PF; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
United States of America | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
182,588 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
182,588 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
182,588 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.81% | ||||
14 | TYPE OF REPORTING PERSON* | |||
IN |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 20 of 39
CUSIP NO. 00211E104 | ||||
1 | NAME OF REPORTING PERSON | |||
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | ||||
Nancy A. Marks | ||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | |||
(a) o | ||||
(b) x | ||||
3 | SEC USE ONLY | |||
4 | SOURCE OF FUNDS* | |||
PF; AF | ||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) | o | ||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
United States of America | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | ||||
7 | SOLE VOTING POWER | |||
0 | ||||
8 | SHARED VOTING POWER | |||
182,588 | ||||
9 | SOLE DISPOSITIVE POWER | |||
0 | ||||
10 | SHARED DISPOSITIVE POWER | |||
182,588 | ||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
182,588 | ||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES | |||
CERTAIN SHARES* | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||
.81% | ||||
14 | TYPE OF REPORTING PERSON* | |||
IN |
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 21 of 39
Preliminary Note
This Combined Statement is being filed on behalf of Carl Marks & Co. Inc. and the Non-CMCO Reporting Persons named herein. Each of the Reporting Persons states that he, she or it, as the case may be, is included in this Schedule 13D solely for the purpose of presenting information with respect to his, her or its ownership of the Common Stock and disclaims any knowledge, except as expressly set forth herein, as to any statement made herein on behalf of any other Reporting Person. Each of Carl Marks & Co. Inc. and the Non-CMCO Reporting Persons named herein disclaims any beneficial ownership of Common Stock owned by the other Reporting Persons. Carl Marks & Co. Inc. and the Non-CMCO Reporting Persons named herein have filed this Schedule 13D as Reporting Persons in the event they are collectively deemed to be a “group” within the meaning of Section 13(g)(3) of the Securities Exchange Act of 1934, as amended.
ITEM 1. | SECURITY AND ISSUER |
This Amendment No. 6 (“Amendment No. 6”) to the statement on Schedule 13D (“Schedule 13D”) amends the Schedule 13D, as amended, filed on November 3, 2008 by Carl Marks & Co., Inc., a New York corporation (the “CMCO Reporting Person”) relating to the shares of common stock, 0.0001 par value (the “Common Stock”) of ATS Corporation, a Delaware corporation (the “Issuer”). All defined terms refer to terms defined herein or in the Schedule 13D, as amended. | |
ITEM 2. | IDENTITY AND BACKGROUND |
(a) This Amendment No. 6 is being filed by the CMCO Reporting Person and each of the other reporting persons (“Non-CMCO Reporting Persons”): BIC Partners; Andrew M. Boas; Susan Claster Grantor Trust; Carol A. Boas; Katherine Boas Trust of 2001; Benjamin W. Boas Grantor 2006 Trust; Esther E. Boas Trust; Hallie Boas Trust of 2007; Rebecca Boas Trust of 2008; Jessie Rachel Boas Trust of 2008; Samuel Robert Boas Trust of 2008; Daniel C. Claster Grantor Trust; Matthew L. Claster Trust of 2004; Bari Claster Trust; Carolyn G. Marks; Linda Katz; Constance A. Marks and Nancy A. Marks. The CMCO Reporting Person and the Non-CMCO Reporting Persons are collectively referred to herein as the “Reporting Persons.” | |
(b) The address of the principal business of the CMCO Reporting Person and each Non-CMCO Reporting Person is: c/o Carl Marks & Co. Inc., 900 Third Avenue, 33rd Floor, New York, New York 10022. | |
(c) The principal business of the CMCO Reporting Persons is investing. The principal business of each trust that is a Non-CMCO Reporting Person is investing. The principal business of BIC Partners is investing. The principal business of Andrew M. Boas is investing. The principal business of each other individual that is a Non-CMCO Reporting Person is a homemaker. The executive officers of the CMCO Reporting Person are: Mark L. Claster - President; Robert A. Davidoff - Vice President; and Robert A. Speer - Chief Financial Officer and Secretary. The directors of the CMCO Reporting Person are: Nancy A. Marks; Andrew M. Boas; Mark L. Claster; Ernest Rubenstein; Robert A. Speer; Carleton A. Holstrom; Martin D. Payson and Joseph S. Steinberg. The general partners of BI C Partners are Mark L. Claster, Mark Levy, Martin Bernard, Peter Feldman, Bert Karlin, Andrew Harman and Jeffrey Hirsch. Richard S. Boas is the trustee of the Katherine Boas Trust of 2001, the Benjamin W. Boas Grantor 2006 Trust and the Esther E. Boas Trust. Andrew M. Boas and Carol Boas are the trustees of the Hallie Boas Trust of 2007, the Rebecca Boas Trust of 2008, the Jessie Rachel Boas Trust of 2008, and the Samuel Robert Boas Trust of 2008. Mark L. Claster is the trustee for the Susan Claster Grantor Trust. Mark L. Claster and Susan Claster are the trustees of the Daniel C. Claster Trust, Matthew L. Claster Trust 2004 and the Bari Claster Trust. |
Page 22 of 39
(d), (e) CMCO Reporting Person and each Non-CMCO Reporting Person has not, during the last five years, been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws. | |
(f) CMCO Reporting Person is a New York corporation. BIC Partners is a New York general partnership. Each trust that is a Non-CMCO Reporting Person is domiciled in New York or Connecticut. Each individual that is a Non-CMCO Reporting Person is a United States citizen. | |
ITEM 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION |
On November 23, 2010, Mark L. Claster transferred by marital gift 526,249 shares of Common Stock to his wife Susan Claster who then contributed the shares into the Susan Claster Grantor Trust. | |
ITEM 4. | PURPOSE OF TRANSACTION |
The Common Stock held by the CMCO Reporting Person and Non-CMCO Reporting Persons were acquired for, and are being held for, investment purposes only. The acquisitions of the shares were made in the ordinary course of CMCO Reporting Person’s business and the ordinary investing activities of the Non-CMCO Reporting Persons. CMCO Reporting Person has entered into an agreement dated as of December 15, 2008 (“Agreement”) with each Non-CMCO Reporting Person pursuant to which each Non-CMCO Reporting Person (a) agrees not to sell or transfer shares of Common Stock (currently owned and acquired in the future) without the consent of the CMCO Reporting Person; and (b) grants to CMCO Reporting Person a proxy to vote its or his or her shares of Common Stock. The Agreement was filed as Exhibit 2 to Amendment No. 4 to this Schedule 13D. Shares of Common Stock acquired after the date of the Agreement are subject to the terms and provisions of the Agreement. The Susan Claster Grantor Trust executed a joinder to this Agreement dated November 23, 2010 (“Joinder”) agreeing to be bound by the Agreement and granting a proxy to the CMCO Reporting Perso n. The Joinder is filed as an Exhibit to this Amendment No. 6. The Reporting Persons have acquired their shares of Common Stock of the Issuer for investment. Except as set forth herein, the Reporting Persons have no plans or proposals as of the date of this Amendment No. 6 that would relate to or would result in any action enumerated in Item 4(a) through (j) of Schedule 13D. The Reporting Persons currently hold their shares for investment purposes. However, the Reporting Persons intend to closely monitor the Issuer’s performance and may modify their plans in the future. The Reporting Persons reserve their right to contact members of the Issuer’s board of directors or management from time to time to discuss shareholder concerns. The Reporting Persons reserve their right to communicate with other shareholders, industry participants and other interested parties concerning the Issuer. |
Page 23 of 39
ITEM 5 | INTEREST IN SECURITIES OF THE ISSUER |
(a), (b) As of the date hereof, the CMCO Reporting Person owns 500,002 shares of Common Stock, representing 2.21% of the Common Stock outstanding and deemed to be outstanding based upon the Issuer’s Form 10-Q for the quarter ended September 30, 2010 on file with the Securities and Exchange Commission. As of the date hereof, the Non-CMCO Reporting Persons own 2,805,293 shares of Common Stock, representing 12.43% of the Common Stock outstanding, as follows: |
Name of Non-CMCO Reporting Person | Number of Shares Owned | % | |||
BIC Partners | 100,000 | .44 | |||
Andrew M. Boas | 661,796 | 2.93 | |||
Susan Claster Grantor Trust | 526,249 | 2.33 | |||
Carol A. Boas | 60,862 | .27 | |||
Katherine Boas Trust of 2001 | 60,862 | .27 | |||
Benjamin W. Boas Grantor 2006 Trust | 60,862 | .27 | |||
Esther E. Boas Trust | 60,862 | .27 | |||
Hallie Boas Trust of 2007 | 60,862 | .27 | |||
Rebecca Boas Trust of 2008 | 60,862 | .27 | |||
Jessie Rachel Boas Trust of 2008 | 60,862 | .27 | |||
Samuel Robert Boas Trust of 2008 | 60,862 | .27 | |||
Daniel C. Claster Grantor Trust | 100,000 | .44 | |||
Matthew L. Claster Trust 2004 | 100,000 | .44 | |||
Bari Claster Trust | 100,000 | .44 | |||
Carolyn G. Marks | 182,588 | .81 | |||
Linda Katz | 182,588 | .81 | |||
Constance A. Marks | 182,588 | .81 | |||
Nancy A. Marks | 182,588 | .81 |
The CMCO Reporting Person has the sole power to vote and dispose of the Shares owned by it. The CMCO Reporting Person has the shared power to vote and dispose of the Shares owned by the Non-CMCO Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares owned by the other Reporting Persons. | |
(c) On November 23, 2010, Mark L. Claster transferred by marital gift 526,249 shares of Common Stock to his wife Susan Claster who then contributed the shares into the Susan Claster Grantor Trust. | |
(d) No person other than the Reporting Persons are 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 reported in this Schedule 13D. | |
(e) Not applicable. |
Page 24 of 39
ITEM 6 | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO THE SECURITIES OF THE ISSUER. |
Except for the matters described herein, including Item 4, neither the Reporting Persons nor, to the best knowledge of the Reporting Persons, any other person has any contract, arrangement, understanding or relationship with any person with respect to the shares of Common Stock of the Issuer owned by the Reporting Persons. | |
ITEM 7 | MATERIAL TO BE FILED AS EXHIBITS. |
Exhibit 1 - Joint Filing Agreement dated November 23, 2010, among Reporting Persons. Exhibit 2 - Joinder executed by Susan Claster Grantor Trust. |
Page 25 of 39
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: November 23, 2010 | CARL MARKS & CO. INC. | ||
By: | /s/ Mark L. Claster | ||
Mark L. Claster, President | |||
BIC PARTNERS | |||
By: | /s/ Mark L. Claster | ||
Name: | Mark L. Claster | ||
Title: | General Partner | ||
/s/ Andrew M. Boas | |||
ANDREW M. BOAS | |||
SUSAN CLASTER GRANTOR TRUST | |||
By: | /s/ Mark L. Claster | ||
Name: | Mark L. Claster | ||
Title: | Trustee | ||
/s/ Carol A. Boas | |||
CAROL A. BOAS | |||
KATHERINE BOAS TRUST OF 2001 | |||
By: | /s/ Richard S. Boas | ||
Name: | Richard S. Boas | ||
Title: | Trustee |
Page 26 of 39
BENJAMIN W. BOAS GRANTOR 2006 TRUST | |||
By: | /s/ Richard S. Boas | ||
Name: | Richard S. Boas | ||
Title: | Trustee | ||
ESTHER E. BOAS TRUST | |||
By: | /s/ Richard S. Boas | ||
Name: | Richard S. Boas | ||
Title: | Trustee | ||
HALLIE BOAS TRUST OF 2007 | |||
By: | /s/ Andrew M. Boas | ||
Name: | Andrew M. Boas | ||
Title: | Trustee | ||
REBECCA BOAS TRUST OF 2008 | |||
By: | /s/ Andrew M. Boas | ||
Name: | Andrew M. Boas | ||
Title: | Trustee | ||
JESSIE RACHEL BOAS TRUST OF 2008 | |||
By: | /s/ Andrew M. Boas | ||
Name: | Andrew M. Boas | ||
Title: | Trustee | ||
SAMUEL ROBERT BOAS TRUST OF 2008 | |||
By: | /s/ Andrew M. Boas | ||
Name: | Andrew M. Boas | ||
Title: | Trustee |
Page 27 of 39
DANIEL C. CLASTER GRANTOR TRUST | |||
By: | /s/ Mark L. Claster | ||
Name: | Mark L. Claster | ||
Title: | Trustee | ||
MATTHEW L. CLASTER TRUST 2008 | |||
By: | /s/ Mark L. Claster | ||
Name: | Mark L. Claster | ||
Title: | Trustee | ||
BARI CLASTER TRUST | |||
By: | /s/ Mark L. Claster | ||
Name: | Mark L. Claster | ||
Title: | Trustee | ||
/s/ Carolyn G. Marks | |||
CAROLYN G. MARKS | |||
/s/ Linda Katz | |||
LINDA KATZ | |||
/s/ Constance A. Marks | |||
CONSTANCE A. MARKS | |||
/s/ Nancy A. Marks | |||
NANCY A. MARKS |