- Initial Statement of Beneficial Ownership (3)
February 17 2009 - 6:51PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
STARK BRIAN JAY
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2. Date of Event Requiring Statement (MM/DD/YYYY)
1/18/2008
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3. Issuer Name
and
Ticker or Trading Symbol
NORTH AMERICAN SCIENTIFIC INC [NASM]
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(Last)
(First)
(Middle)
C/O SF CAPITAL PARTNERS LTD., 3600 SOUTH LAKE DRIVE
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
___
X
___ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Street)
ST. FRANCIS, WI 53235
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock, par value $0.01 per share
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12857104
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I
(1)
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By SF Capital Partners Ltd.
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Warrants to purchase Common Stock
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7/16/2008
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1/17/2015
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Common Stock, par value $0.01 per share
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508130
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$0.246
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I
(1)
(2)
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By SF Capital Partners Ltd.
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Warrants to purchase Common Stock
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6/6/2006
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6/6/2013
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Common Stock, par value $0.01 per share
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1280410
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$2.08
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I
(1)
(3)
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By SF Capital Partners Ltd.
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Explanation of Responses:
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(
1)
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The 12,857,104 shares of Common Stock are held directly by SF Capital Partners Ltd. ("SF Capital"). The Reporting Persons
direct the management of Stark Offshore Management LLC ("Stark Offshore"), which acts as investment manager and has sole
power to direct the management of SF Capital. As the Managing Members of Stark Offshore, the Reporting Persons possess
voting and dispositive power over all of the foregoing shares. Therefore, for the purposes of Rule 13d-3 under the
Securities Exchange Act of 1934, as amended, the Reporting Persons may be deemed to be the beneficial owners of, but hereby
disclaim such beneficial ownership of, the foregoing shares.
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(
2)
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While the warrants reported on Table II of this Form 3 are exercisable immediately, such warrants are subject to exercise
limitations that preclude the holder thereof from utilizing its exercise rights to the extent that it would beneficially own
(determined in accordance with Section 13(d) of the Securities Exchange Act of 1934) in excess of 14.99% of the Common
Stock, giving effect to such exercise.
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(
3)
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While the warrants reported on Table II of this Form 3 are exercisable immediately, such warrants are subject to exercise
limitations that preclude the holder thereof from utilizing its exercise rights to the extent that it would beneficially own
(determined in accordance with Section 13(d) of the Securities Exchange Act of 1934) in excess of 4.99% or 9.99% of the
Common Stock, giving effect to such exercise.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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STARK BRIAN JAY
C/O SF CAPITAL PARTNERS LTD.
3600 SOUTH LAKE DRIVE
ST. FRANCIS, WI 53235
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X
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ROTH MICHAEL
C/O SF CAPITAL PARTNERS LTD.
3600 SOUTH LAKE DRIVE
ST. FRANCIS, WI 53235
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X
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Signatures
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/s/ Michael A. Roth
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2/17/2009
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**
Signature of Reporting Person
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Date
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/s/ Brian Jay Stark
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2/17/2009
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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