SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO SECTION 240.13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO SECTION 240.13d-2(a)
Avatech Solutions, Inc.
(Name of Issuer)
Common Stock, $.01 par value per share
05349Y104
(CUSIP Number)
Christopher Olander
12407 Garrison Forest Road
Owings Mills, Maryland 21117
410-429-0307
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
March 30, 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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨
Page 2 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Willis James Hindman | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
383,125 (see Item 3) | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
383,125 | |||||
10 | Shared dispositive power
783,125 (see Item 3) | |||||
11 | Aggregate amount beneficially owned by each reporting person
783,125 (see Item 3) | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
4.6% (see Item 3) | |||||
14 | Type of reporting person (see instructions)
IN |
2
Page 3 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Donald R. Walsh | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States Citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
600,000 (see Item 3) | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
200,000 (see Item 3) | |||||
10 | Shared dispositive power
400,000 (see Item 3) | |||||
11 | Aggregate amount beneficially owned by each reporting person
600,000 (see Item 3) | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
3.8% (see Item 3) | |||||
14 | Type of reporting person (see instructions)
IN |
3
Page 4 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Henry D. Felton | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
912,300 | ||||
8 | Shared voting power
78,120 | |||||
9 | Sole dispositive power
912,300 | |||||
10 | Shared dispositive power
78,120 | |||||
11 | Aggregate amount beneficially owned by each reporting person
990,420 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
5.8% | |||||
14 | Type of reporting person (see instructions)
IN |
4
Page 5 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Hindman Family Dynasty Trust | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
OO | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Trust formed under Maryland law | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
455,148 (see Item 3) | ||||
8 | Shared voting power
0 | |||||
9 | Sole dispositive power
455,148 (see Item 3) | |||||
10 | Shared dispositive power
0 | |||||
11 | Aggregate amount beneficially owned by each reporting person
455,148 (see Item 3) | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
3.0% | |||||
14 | Type of reporting person (see instructions)
OO |
5
Page 6 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Vince Arioso, Jr. | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
148,328 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
148,328 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
148,328 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.9% | |||||
14 | Type of reporting person (see instructions)
IN |
6
Page 7 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Vince Arioso | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
330,044 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
330,044 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
330,044 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
1.9% | |||||
14 | Type of reporting person (see instructions)
IN |
7
Page 8 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Edward Aronson | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
131,133 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
131,133 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
131,133 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.8% | |||||
14 | Type of reporting person (see instructions)
IN |
8
Page 9 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Pete Baldine | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
11,800 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
11,800 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
11,800 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.1% | |||||
14 | Type of reporting person (see instructions)
IN |
9
Page 10 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Pacific Asset Partners | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
WC | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
California limited partnership | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
450,000 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
450,000 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
450,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
2.6% | |||||
14 | Type of reporting person (see instructions)
PN |
10
Page 11 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Cindi Hindman | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
312,525 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
312,525 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
312,525 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
1.8% | |||||
14 | Type of reporting person (see instructions)
IN |
11
Page 12 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
David Felton | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
135,000 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
135,000 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
135,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.8% | |||||
14 | Type of reporting person (see instructions)
IN |
12
Page 13 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Dennis Oates | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
140,000 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
140,000 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
140,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.8% | |||||
14 | Type of reporting person (see instructions)
IN |
13
Page 14 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Gil Campbell | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
25,000 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
25,000 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
25,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.1% | |||||
14 | Type of reporting person (see instructions)
IN |
14
Page 15 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
The Roger Milton Boethin Trust | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
102,627 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
102,627 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
102,627 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.6% | |||||
14 | Type of reporting person (see instructions)
OO |
15
Page 16 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
J.E. Oates & Son, Inc. | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Maryland corporation | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
44,640 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
44,640 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
44,640 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.3% | |||||
14 | Type of reporting person (see instructions)
CO |
16
Page 17 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Joel Nicholson | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
59,336 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
59,336 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
59,336 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.4% | |||||
14 | Type of reporting person (see instructions)
IN |
17
Page 18 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
The James and Janice Oman Living Trust | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
Maryland trust | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
80,262 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
80,262 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
80,262 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.5% | |||||
14 | Type of reporting person (see instructions)
OO |
18
Page 19 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Chuck Rizzo | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
48,076 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
48,076 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
48,076 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.3% | |||||
14 | Type of reporting person (see instructions)
IN |
19
Page 20 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Robert and Barbara Thorne | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizens | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
62,240 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
62,240 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
62,240 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.4% | |||||
14 | Type of reporting person (see instructions)
IN |
20
Page 21 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Tim Hindman | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
254,037 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
254,037 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
254,037 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
1.5% | |||||
14 | Type of reporting person (see instructions)
IN |
21
Page 22 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Victor Frenkil, Jr. | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
179,665 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
179,665 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
179,665 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
1% | |||||
14 | Type of reporting person (see instructions)
IN |
22
Page 23 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
John Donald Black | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
15,000 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
15,000 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
15,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.1% | |||||
14 | Type of reporting person (see instructions)
IN |
23
Page 24 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
The Sue Ann Boethin Trust | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
135,891 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
135,891 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
135,891 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.8% | |||||
14 | Type of reporting person (see instructions)
OO |
24
Page 25 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Frank Voyticky | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
44,640 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
44,640 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
44,640 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.3% | |||||
14 | Type of reporting person (see instructions)
IN |
25
Page 26 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Ray Stickler | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
15,000 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
15,000 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
15,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.1% | |||||
14 | Type of reporting person (see instructions)
IN |
26
Page 27 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Jack Karnowski | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
31,000 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
31,000 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
31,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.2% | |||||
14 | Type of reporting person (see instructions)
IN |
27
Page 28 of 48 Pages |
CUSIP No. 05349Y104
| ||||||
1 | Names of reporting persons
Shannon Rivers | |||||
2 | Check the appropriate box if a member of a group (see instructions) (a) x (b) ¨
| |||||
3 | SEC use only
| |||||
4 | Source of funds (see instructions)
PF | |||||
5 | Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e) ¨
| |||||
6 | Citizenship or place of organization
United States citizen | |||||
Number of shares beneficially owned by each reporting person with | 7 | Sole voting power
30,000 | ||||
8 | Shared voting power
| |||||
9 | Sole dispositive power
30,000 | |||||
10 | Shared dispositive power
| |||||
11 | Aggregate amount beneficially owned by each reporting person
30,000 | |||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ¨
| |||||
13 | Percent of class represented by amount in Row 11
.2% | |||||
14 | Type of reporting person (see instructions)
IN |
28
Item 1 | Security and Issuer |
Common Stock, par value $.01 per share
Avatech Solutions, Inc.
10715 Red Run Blvd.
Owings Mills, Maryland 21117
Item 2 | Identity and Background |
In response to Items 2(d) and 2(e), none of the individuals or entities listed below has, during the last five years, been convicted in a criminal proceeding. No such individual or entity has, during the last five years, been 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 violation with respect to such laws.
(a) | W. James Hindman |
(b) | 2322 Nicodemus Road |
Westminster, Maryland 21157
(c) | Retired |
(f) | United States citizen |
(a) | Donald R. Walsh |
(b) | 3507 Bayshore Blvd., Unit 1002 |
Tampa, Florida 33629
(c) | Retired. From December, 2002 until July 31, 2007, Mr. Walsh was employed as the Chief Executive Officer of the Issuer. |
(f) | United States citizen |
(a) | Henry D. Felton |
(b) | 13001 Dover Road |
Reisterstown, Maryland 21136
(c) | Retired |
29
(f) | United States citizen |
(a) | Hindman Family Dynasty Trust |
(b) | 2322 Nicodemus Road |
Westminster, Maryland 21157
(c) | Not applicable |
(d) | Not applicable |
(e) | Maryland trust |
(a) | Vince Arioso, Jr. |
(b) | 1310 Indian Creek Road |
Marion, IA 52302
(c) | Private investor |
(f) | United States citizen |
(a) | Vince Arioso |
(b) | 3200 Indian Creek Road |
Marion, IA 52302
(c) | Retired |
(f) | United States citizen |
(a) | Edward Aronson |
(b) | 551 Fifth Ave., Suite 512 |
New York, NY 10176
(c) | Private investor |
(f) | United States citizen |
(a) | Pete Baldine |
(b) | 3250 Benson Road |
Morris, IL 60450
(c) | Principal of Accelerated Development for the past five years |
(f) | United States citizen |
(a) | Pacific Asset Partners |
(b) | 600 Montgomery St., #1600 |
San Francisco, CA 94111
(c) | N/A |
(f) | California limited partnership |
(a) | Cindi Hindman |
(b) | 315 W. College Terrace |
Frederick, MD 21701
30
(c) | Currently not employed, Ms Hindman has worked in her family’s business for the past five years |
(f) | United States citizen |
(a) | David Felton |
(b) | 868 Cherry Street |
Petaluma, CA 94952
(c) | Producer, Telltale Games, Inc., for the past five years |
(f) | United States citizen |
(a) | Dennis Oates |
(b) | 13223 Dover Road |
Reisterstown, MD 21136
(c) | Insurance broker for the past five years |
(f) | United States citizen |
(a) | Gil Campbell |
(b) | 657 Pelican Bay Drive |
Daytona Beach, FL 32119
(c) | Retired |
(f) | United States citizen |
(a) | The Roger Milton Boethin Trust |
(b) | 1 Cherry Hills Farm Drive |
Englewood, CO 80113
(c) | N/A |
(f) | Colorado trust |
(a) | J.E. Oates & Son, Inc. |
(b) | 13224 Dover Road |
Reisterstown, MD 21136
(c) | N/A |
(f) | Maryland corporation |
(a) | Joel Nicholson |
(b) | 745 MacEwen Drive |
Osprey, FL 34229
(c) | Retired |
(f) | United States citizen |
(a) | The James and Janice Oman Living Trust |
(b) | 4225 Sabino Pass |
Fort Wayne, IN 46845
(b) | Retired |
(f) | Indiana trust |
(a) | Chuck Rizzo |
(b) | 3310 Dornoch Drive |
Reisterstown, MD 21136
(c) | Principal of Take Me National, LLC for the past five years |
(f) | United States citizen |
(a) | Robert and Barbara Thorne |
(b) | 31 Legendary Road |
East Lyme, CT 06333
(c) | Retired |
(f) | United States citizens |
(a) | Tim Hindman |
(b) | 3350 Emory Road North |
Finksburg, MD 21048
(c) | Employee of W. J. Hindman & Associates |
(f) | United States citizen |
(a) | Victor Frenkil, Jr. |
(b) | 3850 Butler Road |
Glyndon, MD 21071
(c) | Self employed, Jarvis Steel & Lumber Co., Inc. |
(f) | United States citizen |
(a) | John Donald Black |
(b) | 438 E. Larkspur Lane |
Tempe, AZ 85281
(c) | Retired |
(f) | United States citizen |
(a) | The Sue Ann Boethin Trust |
(b) | 1 Cherry Hills Farm Drive |
Englewood, CO 80113
(c) | Not applicable |
(f) | Colorado trust |
(a) | Frank Voyticky |
(b) | 41 Eastern Pkwy, Apt. PHA |
Brooklyn, NY 11238
(c) | Retired |
(f) | United States citizen |
(a) | Ray Stickler |
(b) | 9909 W. Hawthorne Rd |
Mequon, WI 53097
(c) | Retired |
(f) | United States citizen |
(a) | Jack Karnowski |
(b) | 13838 Conquistador Dr. |
Sun City West, AZ 85375
(c) | Retired |
(f) | United States citizen |
(a) | Shannon Rivers |
(b) | 10509 Greensprings Dr. |
Tampa, FL 33626
(c) | Director, PriceWaterhouseCoopers for the past three years |
Prior thereto, employed by IBM
(f) | United States citizen |
Item 3. | Source and Amount of Funds or Other Consideration |
In the case of each individual reporting person, the source and amount of funds used in making purchases of the Issuer’s Common Stock was personal funds, in the following amounts:
W. James Hindman | $ | 161,766 | (a) | |
Donald R. Walsh | 370,000 | (b) | ||
Henry D. Felton | 510,767 | (c) | ||
Hindman Family Dynasty Trust | 23,327 | (d) | ||
Vince Arioso, Jr. | 99,531 | |||
Vince Arioso | 102,997 | |||
Edward Aronson | 52,460 | |||
Pete Baldine | 8,744 | |||
Pacific Asset Partners | 873,000 | |||
Cindi Hindman | 25,000 | |||
David Felton | -0- | |||
Dennis Oates | 140,000 | |||
Gil Campbell | 41,000 | |||
The Roger Milton Boethin Trust | 135,000 | |||
J. E. Oates & Son, Inc. | 50,000 | |||
Joel Nicholson | 57,556 | |||
The James and Janice Oman Living Trust | -0- | |||
Chuck Rizzo | 21,480 | |||
Robert and Barbara Thorne | 30,000 | |||
Tim Hindman | -0- | |||
Victor Frenkil, Jr. | 50,000 | |||
John Donald Black | 11,475 | |||
The Sue Ann Boethin Trust | 165,000 | |||
Frank Voyticki | 50,000 | |||
Ray Stickler | 27,900 | |||
Jack Karnowski | 35,650 | |||
Shannon Rivers | 120,000 | |||
TOTAL | $ | 3,162,653 | (e) |
(a) | Includes $97,831 upon the conversion of the Issuer’s Series D Preferred Stock issued to him, plus an aggregate exercise price of 56,748 for options granted to him, the exercise prices of which range from $.49 to $3.81. |
(b) | Mr. Walsh was granted 50,000 and 100,000 options to purchase shares of the Issuer’s Common Stock at $.60 and $.40 per share, respectively. In addition, Mr. Walsh was issued 450,000 shares in lieu of one year of severance compensation at a value of $300,000, or $.66 per share. |
(c) | Mr. Felton is deemed to have acquired 674,464 shares in lieu of cash compensation, at an average per share price of $.67. In addition, he is entitled to receive 162,836 and 75,000 shares upon conversion of Series D and Series E Preferred Stock, respectively. In addition, Mr. Felton’s spouse owns 78,120 shares for $46,872. |
(d) | The Hindman Family Dynasty Trust received shares of the Issuer’s Common Stock in a series of transfers of shares of the Common Stock by the grantor of the trust, W. James Hindman, to the trust. In addition, the Trust holds warrants entitling it to purchase 38,878 shares at $.60 per share. The Hindman Family Dynasty Trust is an irrevocable trust of which Mr. Hindman’s adult son, Timothy Hindman, is trustee. Other than through the trust’s status as a member of the Group, Mr. Hindman disclaims beneficial ownership of shares of the Issuer’s Common Stock held by the trust. |
(e) | Includes shares entitled to be purchased upon the conversion of a series of convertible preferred stock of the Issuer, at the purchase price for such shares of convertible preferred stock divided by the conversion price. |
Item 4. | Purpose of Transaction |
On February 24, 2010, a group comprised of the persons and entities listed and described in response to Item 2 (the “Group”) was formed for one or more of the purposes enumerated below.
Additional individuals or entities may, in the future, become a part of the Group, in which case this Schedule 13D will be promptly amended to reflect any such additional members of the Group. The purposes of the formation of the Group include one or more of the following:
A. | To effectuate a sale of all shares of the Issuer owned by members of the Group, either through direct sales, market transactions, or a business combination resulting in the receipt of cash and/or marketable securities by members of the Group, and/or |
B. | To influence, and if possible work with, management of the Issuer to pursue strategies with the purpose of enhancing shareholder value, including but not limited to a merger, sale, or reorganization involving the Issuer, and to contact other shareholders regarding potential strategies to increase shareholder value, and/or |
C. | To engage in discussions with third parties with respect to the purposes enumerated in Items 4.A. and 4.B. above, solely in the Group members’ capacities as shareholders of the Issuer and not in any capacity that states or implies that any member of the Group is acting for or on behalf of the Issuer, its Board of Directors, or its management. |
Other than through the exercise of warrants to purchase shares of the Issuer’s Common Stock pursuant to (i) the exercise of warrants and options, issued and outstanding prior to formation of the Group, to purchase shares of the Issuer’s Common Stock, or (ii) acquisition of shares of such Common Stock pursuant to conversion rights set forth in any series of convertible preferred stock of the Issuer issued prior to formation of the Group, no member of the Group has any intention to purchase additional shares of the Issuer’s Common Stock. Members of the Group may dispose of securities of the Issuer from time to time in future open-market, privately negotiated or other transactions.
Except as disclosed above, none of the members of the Group have any plans or proposals of the type described in (a)-(j) of Item 4.
36
Item 5 | Interest in Securities of the Issuer. |
(a) | The aggregate number and percentage of the Issuer’s Common Stock identified in response to Item 1 beneficially owned by each person named in Item 2 and by the Group, is as follows: |
Name | Number of Shares | Percentage of Class | ||||
W. James Hindman | 783,125 | * | 4.6 | %* | ||
Donald R. Walsh | 600,000 | * | 3.8 | %* | ||
Henry D. Felton | 990,420 | ** | 5.8 | % | ||
Hindman Family Dynasty Trust | 455,148 | *** | 2.7 | % | ||
Vince Arioso, Jr. | 148,328 | .9 | % | |||
Vince Arioso | 330,044 | 1.9 | % | |||
Edward Aronson | 131,133 | .8 | % | |||
Pete Baldine | 11,800 | .1 | % | |||
Cindi Hindman | 312,525 | 1.8 | % | |||
David Felton | 135,000 | .8 | % | |||
Dennis Oates | 140,000 | .8 | % | |||
Gil Campbell | 25,000 | .1 | % | |||
Pacific Asset Partners | 450,000 | 2.6 | % | |||
The Roger Milton Boethin Trust | 102,627 | .6 | % | |||
J.E. Oates & Son, Inc. | 44,640 | .3 | % | |||
Dennis Oates | 140,000 | .8 | % | |||
Joel Nicholson | 59,336 | .4 | % | |||
The James and Janice Oman Living Trust | 80,262 | .5 | % | |||
Chuck Rizzo | 48,076 | .3 | % | |||
Robert and Barbara Thorne | 62,000 | .4 | % | |||
Tim Hindman | 254,037 | 1.5 | % | |||
Victor Frenkil, Jr. | 179,665 | 1 | % | |||
John Donald Black | 15,000 | .1 | % | |||
The Sue Ann Boethin Trust | 135,891 | .8 | % | |||
Frank Voyticky | 44,640 | .3 | % | |||
Ray Stickler | 15,000 | .1 | % | |||
Jack Karnowski | 31,000 | .2 | % | |||
Shannon Rivers | 30,000 | .2 | % | |||
GROUP TOTAL | 5,804,949 | * | 33.9 | %* |
* | In a private transaction, Mr. Walsh pledged to Mr. Hindman 400,000 shares of the Common Stock of the Issuer owned by Mr. Walsh. Beneficial ownership of the pledged shares are included in the total and percentage numbers for both Mr. Hindman and Mr. Walsh. If the pledged shares are deducted from Mr. Hindman’s beneficial share ownership (and the percentage of class), Mr. Hindman’s beneficial share ownership and percentage of class would be 383,125 and 2.2%, respectively, and the total share beneficial ownership of the Group, and its percentage of issued and outstanding shares, would be 5,404,949 and 31.5%, respectively. |
** | Mr Felton owns 674,464 shares, plus 162,836 and 75,000 shares issuable upon conversion of the Issuer’s Series D and Series E Preferred Stock, respectively, and is deemed to beneficially own 78,120 shares of the Issuer’s Common Stock held by his spouse. |
*** | The Trust owns 416,270 shares of the Issuer’s Common Stock and a warrant to purchase an additional 38,878 shares. |
(b) | For the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition or shared power to dispose or direct the disposition, see cover page 2, Items 7-10. |
(c) | None |
(d) | None |
(e) | Not applicable |
37
Item 6 | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
The persons identified in response to Item 2 have verbally formed a “group,” as such term is used in Regulation 13d and Schedule 13D, for the purpose of acting in concert to effectuate one or more purposes of the formation of the group as enumerated in Item 4. Each member of the group has confirmed this, and authorized the filing of this Schedule 13D. See Exhibit A to this Schedule 13D.
Item 7 | Material to be Filed as Exhibits. |
Attached hereto as Exhibit A are written declarations by each group member confirming membership in the group and authorizing the filing of this Schedule 13D on their behalf.
[Signature pages follow this page]
38
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.
March 30, 2010 |
Date |
/S/ W. JAMES HINDMAN |
Signature |
W. James Hindman |
Name and Title (if applicable) |
March 30, 2010 |
Date |
/S/ DONALD R. WALSH |
Signature |
Donald R. Walsh |
Name and Title (if applicable) |
March 30, 2010 |
Date |
/S/ HENRY D. FELTON |
Henry D. Felton |
Name and Title (if applicable) |
March 30, 2010 |
Date |
/S/ TIMOTHY HINDMAN |
Timothy Hindman, Trustee of the |
Hindman Family Dynasty Trust |
39
March 30, 2010 |
/S/ VINCE ARIOSO, JR. |
Signature |
Vince Arioso, Jr. |
Name and Title (if applicable) |
March 30, 2010 |
/S/ VINCE ARIOSO |
Signature |
Vince Arioso |
Name and Title (if applicable) |
March 30, 2010 |
/S/ EDWARD ARONSON |
Signature |
Edward Aronson |
Name and Title (if applicable) |
March 30, 2010 |
/S/ PETE BALDINE |
Signature |
Pete Baldine |
Name and Title (if applicable) |
March 30, 2010 |
/S/ CINDI HINDMAN |
Signature |
Cindi Hindman |
Name and Title (if applicable) |
March 30, 2010 |
/S/ DAVID FELTON |
Signature |
David Felton |
Name and Title (if applicable) |
March 30, 2010 |
/S/ DENNIS OATES |
Signature |
Dennis Oates |
Name and Title (if applicable) |
March 30, 2010 |
/S/ GIL CAMPBELL |
Signature |
Gil Campbell |
Name and Title (if applicable) |
March 30, 2010 |
Pacific Asset Partners |
/S/ ROBERT STAFFORD |
Robert Stafford, General Partner |
Name and Title (if applicable) |
March 30, 2010 |
/S/ ROGER MILTON BOETHIN |
Signature |
Roger Milton Boethin, Trustee |
Name and Title (if applicable) |
March 30, 2010 |
/S/ J.E. OATES & SON, INC. |
Signature |
J.E. Oates, Authorized Officer |
Name and Title (if applicable) |
March 30, 2010 |
/S/ JOEL NICHOLSON |
Signature |
Joel Nicholson |
Name and Title (if applicable) |
March 30, 2010 |
/S/ JAMES OMAN |
Signature |
/S/ JANICE OMAN |
Signature |
James and Janice Oman Trustees |
Name and Title (if applicable) |
March 30, 2010 |
/S/ CHUCK RIZZO |
Signature |
Chuck Rizzo |
Name and Title (if applicable) |
March 30, 2010 |
/S/ ROBERT THORNE |
Signature |
/S/ BARBARA THORNE |
Signature |
Robert and Barbara Thorne |
Name and Title (if applicable) |
March 30, 2010 |
/S/ TIM HINDMAN |
Signature |
Tim Hindman |
Name and Title (if applicable) |
March 30, 2010 |
/S/ VICTOR FRENKIL, JR. |
Signature |
Victor Frenkil, Jr. |
Name and Title (if applicable) |
March 30, 2010 |
/S/ JOHN DONALD BLACK |
Signature |
John Donald Black |
Name and Title (if applicable) |
March 30, 2010 |
The Sue Ann Boethin Trust |
/S/ SUE ANN BOETHIN |
Signature |
Sue Ann Boethin, Trustee |
Name and Title (if applicable) |
March 30, 2010 |
/S/ FRANK VOYTICKY |
Signature |
Frank Voyticki |
Name and Title (if applicable) |
March 30, 2010 |
/S/ RAY STICKLER |
Signature |
Ray Stickler |
Name and Title (if applicable) |
March 30, 2010 |
/S/ JACK KARNOWSKI |
Signature |
Jack Karnowski |
Name and Title (if applicable) |
March 30, 2010 |
/S/ SHANNON RIVERS |
Signature |
Shannon Rivers |
Name and Title (if applicable) |
Exhibit A to Schedule 13D
I hereby agree that I am a member of a group (as that term is used and defined under the Securities Exchange Act of 1934) that will be filing a joint Schedule 13D with the Securities and Exchange Commission, and agree that such Schedule is being filed on behalf of myself and other members of such group.
March 30, 2010 |
Date |
/S/ W. JAMES HINDMAN |
Signature |
W. James Hindman |
Name |
March 30, 2010 |
Date |
/S/ DONALD R. WALSH |
Signature |
Donald R. Walsh |
Name |
March 30, 2010 |
Date |
/S/ HENRY D. FELTON |
Henry D. Felton |
Name |
March 30, 2010 |
Date |
/S/ TIMOTHY HINDMAN |
Timothy Hindman, Trustee of the |
Hindman Family Dynasty Trust |
44
March 30, 2010 |
/S/ VINCE ARIOSO, JR. |
Signature |
Vince Arioso, Jr. |
Name and Title (if applicable) |
March 30, 2010 |
/S/ VINCE ARIOSO |
Signature |
Vince Arioso |
Name and Title (if applicable) |
March 30, 2010 |
/S/ EDWARD ARONSON |
Signature |
Edward Aronson |
Name and Title (if applicable) |
March 30, 2010 |
/S/ PETE BALDINE |
Signature |
Pete Baldine |
Name and Title (if applicable) |
March 30, 2010 |
/S/ CINDI HINDMAN |
Signature |
Cindi Hindman |
Name and Title (if applicable) |
March 30, 2010 |
/S/ DAVID FELTON |
Signature |
David Felton |
Name and Title (if applicable) |
March 30, 2010 |
/S/ DENNISOATES |
Signature |
Dennis Oates |
Name and Title (if applicable) |
March 30, 2010 |
/S/ GIL CAMPBELL |
Signature |
Gil Campbell |
Name and Title (if applicable) |
March 30, 2010 |
Pacific Asset Partners |
/S/ ROBERT STAFFORD |
Robert Stafford, |
General Partner |
Name and Title (if applicable) |
March 30, 2010 |
/S/ ROGER MILTON BOETHIN |
Signature |
Roger Milton Boethin, Trustee |
Name and Title (if applicable) |
March 30, 2010 |
/S/ J.E. OATES & SON, INC. |
Signature |
J.E. Oates, Authorized Officer |
Name and Title (if applicable) |
March 30, 2010 |
/S/ JOEL NICHOLSON |
Signature |
Joel Nicholson |
Name and Title (if applicable) |
March 30, 2010 |
/S/ JAMES OMAN |
Signature |
/S/ JANICE OMAN |
Signature |
James and Janice Oman Trustees |
Name and Title (if applicable) |
March 30, 2010 |
/S/ CHUCK RIZZO |
Signature |
Chuck Rizzo |
Name and Title (if applicable) |
March 30, 2010 |
/S/ ROBERT THORNE |
Signature |
/S/ BARBARA THORNE |
Signature |
Robert and Barbara Thorne |
Name and Title (if applicable) |
March 30, 2010 |
/S/ TIM HINDMAN |
Signature |
Tim Hindman |
Name and Title (if applicable) |
March 30, 2010 |
/S/ VICTOR FRENKIL, JR. |
Signature |
Victor Frenkil, Jr. |
Name and Title (if applicable) |
March 30, 2010 |
/S/ JOHN DONALD BLACK |
Signature |
John Donald Black |
Name and Title (if applicable) |
March 30, 2010 |
The Sue Ann Boethin Trust |
/S/ SUE ANN BOETHIN |
Signature |
Sue Ann Boethin, Trustee |
Name and Title (if applicable) |
March 30, 2010 |
/S/ FRANK VOYTICKY |
Signature |
Frank Voyticki |
Name and Title (if applicable) |
March 30, 2010 |
/S/ RAY STICKLER |
Signature |
Ray Stickler |
Name and Title (if applicable) |
March 30, 2010 |
/S/ JACK KARNOWSKI |
Signature |
Jack Karnowski |
Name and Title (if applicable) |
March 30, 2010 |
/S/ SHANNON RIVERS |
Signature |
Shannon Rivers |
Name and Title (if applicable) |