Amended Statement of Ownership (sc 13g/a)
January 27 2015 - 5:01AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 1 )*
EMPIRE
RESOURCES, INC |
(Name
of Issuer) |
|
Common
Stock, $0.01 par value |
(Title
of Class of Securities) |
|
292206E100 |
(CUSIP
Number)
|
December
31, 2014 |
(Date
of Event Which Requires Filing of this Statement) |
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
[ ] |
Rule 13d-1(b) |
|
|
|
|
[ x ] |
Rule 13d-1(c) |
|
|
|
|
[ ] |
Rule 13d-1(d) |
*
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 the disclosures provided
in a prior cover page.
The
information required in 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. |
292206E100 |
|
Page
2 of 7 |
1 |
NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
LEON
G. COOPERMAN |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
[ ]
(b)
[ x ] |
3 |
SEC
USE ONLY
|
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
United
States |
NUMBER
OF
SHARES |
5 |
SOLE
VOTING POWER |
1,897,239 |
BENEFICIALLY
OWNED BY |
6 |
SHARED
VOTING POWER |
-0- |
EACH
REPORTING |
7 |
SOLE
DISPOSITIVE POWER |
1,897,239 |
PERSON
WITH: |
8 |
SHARED
DISPOSITIVE POWER |
-0- |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*
|
1,897,239 |
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
|
[ ] |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 *
|
17.60%
|
12 |
TYPE
OF REPORTING PERSON
|
IN |
|
|
|
|
|
* Includes
(i) 1,030,236 Shares that may be acquired by Leon G. Cooperman upon conversion of 10% Convertible Senior Subordinated Notes Due
June 1, 2016 and (ii) 772,678 Shares that may be acquired The Leon and Toby Cooperman Family Foundation (the “Foundation”)
upon conversion of 10% Convertible Senior Subordinated Notes Due June 1, 2016 and (iii) 94,325 Shares owned directly by the Foundation.
Leon G. Cooperman disclaims a beneficial interest in the Shares that may be acquired and owned by the Foundation.
CUSIP
No. |
292206E100 |
|
Page
3 of 7 |
1 |
NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
THE
LEON and TOBY COOPERMAN FAMILY FOUNDATION 13-3102941 |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
[ ]
(b)
[ x ] |
3 |
SEC
USE ONLY
|
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
United
States |
NUMBER
OF
SHARES |
5 |
SOLE
VOTING POWER |
867,003 |
BENEFICIALLY
OWNED BY |
6 |
SHARED
VOTING POWER |
-0- |
EACH
REPORTING |
7 |
SOLE
DISPOSITIVE POWER |
867,003 |
PERSON
WITH: |
8 |
SHARED
DISPOSITIVE POWER |
-0- |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*
|
867,003 |
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
|
[ ] |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9*
|
8.89%
|
12 |
TYPE
OF REPORTING PERSON
|
OO |
|
|
|
|
|
* Includes
772,678 Shares that may be acquired by Foundation upon conversion of 10% Convertible Senior Subordinated Notes Due June 1, 2016
and 94,325 Shares owned directly. Leon G. Cooperman disclaims a beneficial interest in the 867,003 Shares.
CUSIP
No. |
292206E100 |
|
Page
4 of 7 |
Item 1(a). |
|
Name of Issuer: |
|
|
|
|
|
EMPIRE
RESOURCES, INC. (the “Company”) |
|
|
|
Item 1(b). |
|
Address of Issuer’s Principal
Executive Offices: |
|
|
|
|
|
One Parker Plaza |
|
|
Fort Lee NJ 07024 |
|
|
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Item 2(a). |
|
Name of Person Filing: |
|
|
|
|
|
This
statement is filed on behalf of Leon G. Cooperman ("Mr. Cooperman") and The
Leon and Toby Cooperman Family Foundation (the “Foundation”), a charitable trust
dated December 16, 1981. Mr. Cooperman is, among other activities, an investor engaged in investing for his own account.
Mr. Cooperman is one of the Trustees of the Foundation.
|
|
|
|
Item 2(b). |
|
Address of Principal Business
Office or, if None, Residence: |
|
|
|
|
|
The
principal business office of Mr. Cooperman and the Foundation is 11431 W. Palmetto Park Road, Boca Raton FL 33428. |
|
|
|
|
|
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Item 2(c). |
|
Citizenship: |
|
|
|
|
|
Mr.
Cooperman is a United States citizen. The Foundation is a United States charitable trust. |
|
|
|
Item 2(d). |
|
Title of Class of Securities: |
|
|
|
|
|
Common
Stock (the "Shares"). |
|
|
|
Item 2(e). |
|
CUSIP Number: |
|
|
|
|
|
292206E100 |
|
|
|
Item 3. |
|
If This Statement is Filed Pursuant
to §§240.13d-1(b), or 240.13d-2(b) or (c): |
|
|
|
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This Item 3 is inapplicable. |
CUSIP
No . |
.
292206E100 |
|
Page
5 of 7 |
Item 4. |
Ownership. |
|
|
|
(a) (b) Amount
beneficially owned and Percent of Class: |
|
|
|
|
|
Mr.
Cooperman may be deemed the beneficial owner of 1,897,239 Shares, which constitutes approximately 17.60 % of the total
number of Shares outstanding. This is based on a total of 8,976,231 Shares outstanding reported on the Company's Form
10-Q filed with the SEC for the quarterly period ended September 30, 2014 plus adding 1,802,914 Shares in the computations.
This includes (i) 1,030,236 Shares that may be acquired by Leon G. Cooperman upon conversion of 10% Convertible Senior
Subordinated Notes Due June 1, 2016 and (ii) 772,678 Shares that may be acquired the Foundation upon conversion of 10%
Convertible Senior Subordinated Notes Due June 1, 2016 and (iii) the 94,325 Shares owned directly by the Foundation. Leon
G. Cooperman disclaims beneficial interest in the 867,003 Shares owned and those that may be acquired by the Foundation.
The
Foundation may be deemed the beneficial owner of 867,003 Shares, which constitutes approximately 8.89 % of the total number
of Shares outstanding. This is based on a total of 8,976,231 Shares outstanding reported on the Company's Form 10-Q filed
with the SEC for the quarterly period ended September 30, 2014 plus adding the 772,678 Shares in the computations. This
includes 772,678 Shares that may be acquired by the Foundation upon conversion of 10% Convertible Senior Subordinated
Notes Due June 1, 2016. |
|
|
|
|
(c) |
Number of Shares as
to which such person has: |
|
|
|
|
|
(i) |
Sole power to vote or
to direct the vote |
|
|
|
|
|
|
|
Mr.
Cooperman 1,897,239
Foundation
867,003 |
|
|
|
|
|
|
(ii) |
Shared power to vote or to direct
the vote |
|
|
|
|
|
|
|
Mr.
Cooperman -0-
Foundation
-0- |
|
|
|
|
|
|
(iii) |
Sole power to dispose or to direct
the disposition of |
|
|
|
|
|
|
|
Mr.
Cooperman 1,897,239
Foundation
867,003 |
|
|
|
|
|
|
(iv) |
Shared power to dispose or to direct
the disposition of |
|
|
|
|
|
|
|
Mr.
Cooperman -0-
Foundation
-0- |
CUSIP
No . |
292206E100 |
|
Page
6 of 7 |
Item 5. |
Ownership of Five
Percent or Less of a Class. |
|
|
|
If this
statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the following [ ] |
|
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Item 6. |
Ownership of More than Five Percent
on Behalf of Another Person. |
|
|
|
This
Item 6 is not applicable. |
|
|
Item 7. |
Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
|
|
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This
Item 7 is not applicable. |
|
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Item 8. |
Identification and Classification
of Members of the Group. |
|
|
|
This
Item 8 is not applicable. |
|
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Item 9. |
Notice of Dissolution of Group. |
|
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This
Item 9 is not applicable. |
|
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Item 10. |
Certification. |
By signing
below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction having that purpose or effect.
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:
January 23, 2015 as of December 31, 2014
The
Leon and Toby Cooperman Family Foundation
By
/s/ LEON G. COOPERMAN, Trustee
By:
/s/ ALAN M. STARK
Alan M.
Stark
Attorney-in-Fact
Duly authorized
under POA effective as of March 1, 2013 and filed on May 20, 2013.
LEON G.
COOPERMAN
By:
/s/ ALAN M. STARK
Alan M.
Stark
Attorney-in-Fact
Duly authorized
under POA effective as of March 1, 2013 and filed on May 20, 2013.
* Attention.
Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001).
CUSIP
No. |
292206E100 |
|
Page
7 of 7 |
EXHIBIT
1 - JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1) and POWER OF ATTORNEY
The
undersigned persons hereby agree that reports on Schedule 13D and 13G and amendments thereto, with respect to the Common Stock
of EMPIRE RESOURCES, INC. may be filed in a single statement on behalf of each of such persons, and further, each of such
persons EMPIRE RESOURCES, INC. designates Alan M. Stark as his/its agent and Attorney-in-Fact for the purpose of executing
any and all Schedule 13D and 13G filings required to be made by it with the Securities and Exchange Commission.
Dated:
September 15, 2014
/s/
LEON G. COOPERMAN
Dated:
September 15, 2014
The
Leon and Toby Cooperman Family Foundation
By /s/ LEON G. COOPERMAN, Trustee
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