SECURITIESAND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Amcast Industrial Corporation |
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(Name of Issuer) |
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Common Stock - No Par Value |
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(Title of Class of Securities) |
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023395 10 6 |
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(CUSIP Number) |
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Robotti & Company, Incorporated |
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52 Vanderbilt Avenue, Suite 503 |
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New York, New York 10017 |
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(Name, Address and Telephone Number of Person |
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Authorized to Receive Notices and Communications) |
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November 6, 2003 |
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(Date of Event Which Requires Filing of this Statement) |
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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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 13d-7 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 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). |
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(Continued on following pages) |
SCHEDULE 13D |
CUSIP No. |
023395 10 6 |
Page 2 of 9 Pages |
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1. |
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Names of Reporting Persons. |
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I.R.S. Identification Nos. of above persons (entities only). |
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2. |
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Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
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(b) |
x |
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3. |
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SEC Use Only |
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Source of Funds |
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WC |
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Check 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 |
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United States |
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Number of |
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Sole Voting Power: -0- |
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Shares |
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Beneficially |
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Shared Voting Power: 455,625 |
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Owned by |
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Each |
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Sole Dispositive Power: -0- |
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Reporting |
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Person With |
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Shared Dispositive Power: 455,625 |
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting Person |
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455,625 |
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12. |
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] |
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13. |
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Percent of Class Represented by Amount in Row (9) |
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4.9% |
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Type of Reporting Person (See Instructions) |
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IN |
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SCHEDULE 13D |
CUSIP No. |
023395 10 6 |
Page 3 of 9 Pages |
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1. |
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Names of Reporting Persons. |
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I.R.S. Identification Nos. of above persons (entities only). |
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65-1191184 |
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2. |
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Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
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(b) |
x |
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3. |
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SEC Use Only |
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4. |
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Source of Funds |
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WC |
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5. |
Check 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 |
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United States |
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Number of |
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7. |
Sole Voting Power: -0- |
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Shares |
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Beneficially |
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8. |
Shared Voting Power: 362,675 |
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Owned by |
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Each |
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Sole Dispositive Power: -0- |
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Reporting |
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Person With |
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Shared Dispositive Power: 362,675 |
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11. |
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Aggregate Amount Beneficially Owned by Each Reporting Person |
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362,675 |
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12. |
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] |
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13. |
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Percent of Class Represented by Amount in Row (9) |
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3.9% |
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14. |
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Type of Reporting Person (See Instructions) |
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CO, IA |
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SCHEDULE 13D |
CUSIP No. |
023395 10 6 |
Page 4 of 9 Pages |
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1. |
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Names of Reporting Persons. |
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I.R.S. Identification Nos. of above persons (entities only). |
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11-2474002 |
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2. |
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Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
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(b) |
x |
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3. |
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SEC Use Only |
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4. |
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Source of Funds |
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WC |
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5. |
Check 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 |
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New York |
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Number of |
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Sole Voting Power: -0- |
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Shares |
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Beneficially |
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Shared Voting Power: 92,950 |
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Owned by |
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Each |
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Sole Dispositive Power: -0- |
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Reporting |
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Person With |
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Shared Dispositive Power: 92,950 |
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Aggregate Amount Beneficially Owned by Each Reporting Person |
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92,950 |
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12. |
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] |
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13. |
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Percent of Class Represented by Amount in Row (9) |
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1.0% |
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14. |
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Type of Reporting Person (See Instructions) |
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PN |
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CUSIP No. |
023395 10 6 |
Page 5 of 9 Pages |
Schedule 13D Amendment No. 3
This Schedule 13D Amendment No.3, dated November 18, 2003 (this "Amendment |
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No.3"), is being filed on behalf of Robert E. Robotti ("Robotti"), Robotti & Company Advisors, LLC, a New York corporation ("Robotti Advisors"), and The Ravenswood Investment Company, L.P., a New York limited partnership ("RIC"). The Initial Statement of Beneficial Ownership on Schedule 13D (the "Initial Statement") was filed on behalf of Mr. Robotti, Robotti & Company, Incorporated ("ROBT"), parent holding company of Robotti Advisors, Ravenswood Management Company, L.L.C., a New York limited liability company ("RMC"), RIC, and Kenneth R. Wasiak ("Wasiak" together with Robotti, Robotti Advisors, ROBT, RMC and RIC, the "Reporting Persons"). |
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The Reporting Persons previously reported an aggregate amount of 443,610 shares of the |
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common stock, no par value (the "Common Stock"), of Amcast Industrial Corporation (the "Issuer") in an Initial Statement filed on August 23, 2002 with the Securities and Exchange Commission (the "SEC"), as amended by Schedule 13D Amendment No. 1 ("Amendment No.1"), which was filed on August 23, 2002 with the SEC. Amendment No. 1 was amended by Schedule 13D Amendment No. 2 ("Amendment No. 2"), which was filed on October 17, 2002 with the SEC. The Reporting Persons is reporting in this Amendment No. 3 an aggregate amount of the Common Stock or 4.9% of the outstanding shares. |
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The cover page for the Reporting Persons is hereby amended to read as shown in this |
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Amendment No. 3. Item 2, Item 5 and Item 7 are hereby amended to read as shown in this Amendment No. 3. All other items remain unchanged. |
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Item 2. Identity And Background Item 2 is amended as follows: Since the filing of Amendment No. 2, ROBT ceased being a broker-dealer, registered under Section 15 of the Securities Exchange Act of 1934 and an investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E). On July 1, 2003, ROBT became the parent holding company of Robotti & Company, LLC, a New York Corporation ("Robotti and Company") and broker-dealer registered under Section 15 of the Securities Exchange Act of 1934. ROBT is also the parent holding company for Robotti Advisors, an investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E). Robotti & Company has investment discretion over its brokerage accounts. Robotti Advisors has investment discretion over its advisory clients. |
SCHEDULE 13D |
CUSIP No. |
023395 10 6 |
Page 6 of 9 Pages |
Item 5. Interest In Securities of the Issuer
Item 5 is hereby amended as follows:
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(a) |
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(i) |
As of November 18, 2003, Mr. Robotti shares beneficially ownership of 455,625 shares of the Common Stock through the following: |
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his ownership of Robotti & Company, Incorporated, the parent holding company of Robotti Advisors, an investment advisor in accordance with Rule 13d-1 (b)(1)(ii)(E), by virtue of the investment discretion Robotti Advisors has over the accounts of its advisory clients, which holds an aggregate of 362,675 shares of the Common Stock; and |
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his position as managing member of Ravenswood Management Company, LLC, which serves as the General Partner of Ravenswood, which owns 92,950 shares of the Common Stock. |
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The aggregate amount of the Common Stock beneficially owned by Mr. Robotti is 4.9% of the total outstanding shares of 9,264,234 common stocks, as per the Issuer's most recent 10-K dated November 12, 2003. |
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(b) |
(i) |
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Mr. Robotti does not have the sole power to vote or direct the vote of any of the shares of the Common Stock. |
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(ii) |
Mr. Robotti shares the power to vote or direct the vote of the shares of the Common Stock as follows: |
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he shares with Robotti Advisors and its advisory clients the power to vote or direct the vote of 362,675 shares of the Common Stock; and |
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(iii) |
Mr. Robotti does not have the sole power to dispose or to direct the disposition of any of the shares of the Common Stock. |
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(iv) |
Mr. Robotti shares the power to dispose or to direct the disposition of the shares of the Common Stock as follows: |
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he shares with Robotti & Company and its brokerage customers and Robotti Advisors and its advisory clients the power to dispose or to direct the disposition of 362,675 shares of the Common Stock; and |
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SCHEDULE 13D |
CUSIP No. |
023395 10 6 |
Page 7 of 9 Pages |
(c) |
The table below lists all transactions in the Issuer's Common Stock in the last sixty days by the Reporting Persons. All such transactions were made by Robotti & Company, LLC in the open market. |
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Transactions in shares Within the Past Sixty Days |
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Shares of Common Stock Purchased/Sale |
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Date of Purchase/Sale |
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(128,825) |
$3.00 |
11/06/2003 |
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(e) |
On November 12, 2003, the Issuer submitted a 10-K filing with the SEC, which stated that the number of the Common Stock outstanding, as of September 28, 2003 was 9,264, 234 shares. Due to an increase in the outstanding shares, the aggregate amount of the Common Stock beneficially owned by Mr. Robotti is 4.9% of the total outstanding shares. |
Item 7. Materials To Be Filed As Exhibits
Item 7 hereby amended as follows:
(a) |
Joint Filing Agreement dated November 18, 2003 by and between Robert E. Robotti, Robotti & Company, Incorporated, Robotti & Company Advisors, Ravenswood Management Company, L.L.C., The Ravenswood Investment Company, L.P., and Kenneth R. Wasiak. |
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. |
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SCHEDULE 13D |
CUSIP No. |
023395 10 6 |
Page 8 of 9 Pages |
SIGNATURE |
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After reasonable inquiry and to the best of my knowledge and belief, each of the |
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undersigned certifies that the information set forth in this statement is true, complete and correct. |
Date: |
November 18, 2003 |
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By: |
/s/ Robert E. Robotti |
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Name: Robert E. Robotti |
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Robotti & Company Advisors, LLC |
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By: |
Robotti & Company, Incorporated |
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Parent Holding Company of |
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Robotti & Company Advisors, LLC |
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By: |
/s/ Robert E. Robotti |
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Name: Robert E. Robotti |
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Title: President and Treasurer of |
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Robotti & Company, Incorporated |
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The Ravenswood Investment Company, L.P. |
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By: |
Ravenswood Management Company, L.L.C. |
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General Partner of |
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The Ravenswood Investment Company, L.P. |
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By: |
/s/ Robert E. Robotti |
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Robert E. Robotti |
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Title: Managing Member of |
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Ravenswood Management Company, L.L.C. |
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By: |
/s/ Kenneth R. Wasiak |
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Name: Kenneth R. Wasiak |
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Title: Managing Member of |
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Ravenswood Management Company, L.L.C. |
SCHEDULE 13D |
CUSIP No. |
023395 10 6 |
Page 9 of 9 Pages |
Exhibit Index
The following documents are filed herewith:
Exhibit |
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(a) |
Joint Filing Agreement dated November 18, 2003 by and between Robert E. Robotti, Robotti & Company, Incorporated, Robotti & Company Advisors, Ravenswood Management Company, L.L.C., The Ravenswood Investment Company, L.P., and Kenneth R. Wasiak. |
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