UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
AMERICAN CARESOURCE HOLDINGS, INC.
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(Name of issuer)
COMMON STOCK
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(Title of class of securities)
02505A202
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(CUSIP number)
TIMOTHY J. STABOSZ, 1307 MONROE STREET, LAPORTE, IN 46350 (219) 324-5087
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(Name, address and telephone number of person authorized to receive notices and
communications)
MARCH 22, 2013
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(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 which 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. [_]
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).
CUSIP No. 02505A202
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1. Name of Reporting Person
TIMOTHY JOHN STABOSZ
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2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [_]
NOT APPLICABLE (b) [_]
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3. SEC Use Only
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4. Source of Funds (See Instructions) PF
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5. Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [_]
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6. Citizenship or Place of Organization UNITED STATES
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Number of (7) Sole Voting Power 286,519
Shares ____________________________________________
Beneficially (8) Shared Voting Power 0
Owned by ____________________________________________
Each (9) Sole Dispositive Power 286,519
Reporting ____________________________________________
Person With (10) Shared Dispositive Power 0
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11. Aggregate Amount Beneficially Owned 286,519
by each Reporting Person
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12. Check if the Aggregate Amount in Row (11) Excludes [_]
Certain Shares
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13. Percent of Class Represented by Amount in Row (11) 5.0%
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14. Type of Reporting Person (See Instructions) IN
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ITEM 1. Security and Issuer
Common stock of American Caresource Holdings, Inc. ("the company"), 5429
Lyndon B. Johnson Freeway, Suite #700, Dallas, TX 75240.
ITEM 2. Identity and Background
The reporting person ("he"), Timothy J. Stabosz, 1307 Monroe Street,
LaPorte, IN 46350, a natural person and United States citizen, is engaged as a
private investor. He has not been convicted in a criminal proceeding
(excluding traffic violations or other similar misdemeanors) in the last 5
years, and has not been a party to any proceedings, or subject to any
judgements, enjoinments, decrees, et al., related to violations of state or
federal securities laws, in his lifetime.
ITEM 3. Source and Amount of Funds or Other Consideration
Personal funds in the aggregate amount of $418,403.52 have been used to
effect the purchases. The reporting person maintains the shares in a margin
account. The reporting person typically maintains a debit balance in this
margin account. While the shares themselves are not borrowable against, the
reporting person, effectively, has been able to use borrowed funds from his
broker to effect purchases of the shares (by borrowing against other securities
in the account that are marginable).
ITEM 4. Purpose of Transaction
The reporting person has acquired the shares for investment purposes. He
believes the shares are undervalued in the marketplace, and that the company
is "underfollowed" on Wall Street. He additionally believes that 1) the
company's $10+ million cash position (with a rather modest ongoing quarterly
cash burn) affords it an extended period to make a successful "go" at turning
around its operations, 2) that the high inside ownership reflects a management
team that is "vested" in the company's future success, and, most importantly,
3) that the company's business model offers real and tangible potential as a
"platform for growth."
The company stated in its most recent earnings release that it is
"aggressively developing new opportunities for expanded market reach."
The reporting person supports management in these efforts, which he believes,
if successful, could allow the company to fully cover its corporate overhead,
and return to profitability...resulting in the creation of significant
shareholder value. This notwithstanding, considering that the company's
common stock is currently trading for right around the value of the cash on
its balance sheet, the reporting person believes that management should
consider possible strategic alternatives that might "unlock value" for the
company's shareholders, including a going private transaction, or a sale of
the entire company.
The reporting person intends to review his investment in the company on a
continual basis and engage in discussions with management and the Board of
Directors concerning the business, operations, and future plans of the company.
Depending on various factors, including, without limitation, the company's
financial position and investment strategy, the price levels of the common
stock, conditions in the securities markets, and general economic and industry
conditions, the reporting person may, in the future, take such actions with
respect to his investment in the company as he deems appropriate including,
without limitation, communicating with other stockholders, seeking Board
representation, making proposals to the company concerning the capitalization
and operations of the issuer, purchasing additional shares of common stock or
selling some or all of his shares, or changing his intention with respect to
any and all matters referred to in Item 4.
Other than as indicated above, the reporting person has no plans or
proposals which relate to, or could result in, any matters referred to in
subsections (a) through (j) of Item 4 of Schedule 13D.
ITEM 5. Interest in Securities of the Issuer
As of the close of business on March 22, 2013, the reporting person has
sole voting and dispositive power over 286,519 shares of the company's common
stock. According to the company's most recently filed Form 10-K, as of
February 25, 2013, there were 5,706,443 common shares outstanding. The
reporting person is therefore deemed to own 5.0% of the company's common stock.
Transactions effected by the reporting person, in the 60 days prior to the
March 22, 2013 "trigger" date, were performed in ordinary brokerage
transactions, and are indicated as follows:
01/29/13 bought 33 shares at $1.80
02/04/13 bought 766 shares at $1.80
02/05/13 bought 1701 shares at $1.80
02/20/13 bought 666 shares at $1.70
03/22/13 bought 2500 shares at $1.83
ITEM 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
Not Applicable
ITEM 7. Material to be Filed as Exhibits
Not Applicable
SIGNATURES
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.
Date March 25, 2013
Signature Timothy J. Stabosz
Name/Title Timothy J. Stabosz, Private Investor