Highlands Acquisition Corp - Amended Statement of Ownership (SC 13G/A)
14 2월 2008 - 6:22AM
Edgar (US Regulatory)
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UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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SCHEDULE
13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 1)(1)
Highlands
Acquisition Corp.
(Name of Issuer)
Common Stock, $0.0001 Par Value
(Title of Class of
Securities)
(CUSIP Number)
(Date of Event
Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
o
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Rule 13d-1(b)
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x
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Rule 13d-1(c)
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o
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Rule 13d-1(d)
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(1)
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 (the "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
).
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.
CUSIP No. 430880203
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1.
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Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only).
David M.
Knott
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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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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
United
States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
852,000
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6.
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Shared Voting Power
39,400
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7.
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Sole Dispositive Power
900,000
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
900,000
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class
Represented by Amount in Row (9)
5.2%
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12.
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Type of Reporting Person
(See Instructions)
IN
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*SEE
INSTRUCTIONS BEFORE FILLING OUT!
2
CUSIP No. 430880203
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1.
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Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only).
Dorset
Management Corporation
11-2873658
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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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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
New York
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
852,000
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6.
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Shared Voting Power
39,400
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7.
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Sole Dispositive Power
900,000
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
900,000
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class
Represented by Amount in Row (9)
5.2%
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12.
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Type of Reporting Person
(See Instructions)
CO
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*SEE
INSTRUCTIONS BEFORE FILLING OUT!
3
Item 1.
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(a)
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Name of Issuer
Highlands Acquisition
Corp.
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(b)
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Address of Issuers Principal
Executive Offices
One Paragon Drive
Suite 125
Montvale, NJ 07645
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Item 2.
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(a)
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Name of Person Filing
David M. Knott; Dorset
Management Corporation
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(b)
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Address of Principal
Business Office or, if none, Residence
485 Underhill
Boulevard, Suite 205
Syosset, New York 11791
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(c)
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Citizenship
David M. Knott - United
States of America;
Dorset Management Corporation - New York
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(d)
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Title of Class of
Securities
Common Stock, par value
$0.0001 per share (Common Stock)
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(e)
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CUSIP Number
430880203
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Item 3.
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If this statement is filed
pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person
filing is a:
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(a)
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o
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Broker or dealer
registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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o
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Bank as defined in section
3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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o
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Insurance company as
defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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o
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Investment company
registered under section 8 of the Investment Company Act of 1940 (15 U.S.C
80a-8).
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(e)
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o
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An investment adviser in
accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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o
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An employee benefit plan
or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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o
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A parent holding company
or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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(h)
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o
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A savings associations as defined
in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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o
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A church plan that is
excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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o
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Group, in accordance with
§240.13d-1(b)(1)(ii)(J).
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4
Item 4.
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Ownership
David M. Knott; Dorset
Management Corporation
See Rows 5 through 9 and 11 on pages 2 and 3.
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Provide the following
information regarding the aggregate number and percentage of the class of
securities of the issuer identified in Item 1.
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As of the date of this
filing, each Reporting Person may be deemed to be the beneficial owner of the
number of shares of Common Stock of Highlands Acquisition Corp. (the
Company) set forth on Row 9 of the corresponding Cover Page of this
Schedule 13G for such Reporting Person, which shares are a constituent
part of the Companys Units (Units) of which each Reporting Person may be
deemed to hold the number set forth on Row 9 of the corresponding Cover Page
of this Schedule 13G for such Reporting Person. Each Unit consists of (i) one share of
Common Stock and (ii) one Warrant (Warrant). Each Warrant entitles the holder to
purchase one share of the Companys Common Stock at a price of $7.50. Each Warrant will become exercisable on the
later of the Companys completion of a business combination and
January 3, 2009, and will expire on October 3, 2012, or
earlier upon redemption. As of the
date of this filing, the Company has not announced the completion of a
business combination.
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Item 5.
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Ownership of Five Percent
or Less of a Class N/A
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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
o
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N/A
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Item 6.
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Ownership of More than
Five Percent on Behalf of Another Person
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Persons, other than the
Reporting Persons hereunder, have the right to receive or the power to direct
the receipt of dividends, or the proceeds from the sale, of securities
reported herein.
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Item 7.
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Identification and
Classification of the Subsidiary Which Acquired the Security Being Reported
on By the Parent Holding Company
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N/A
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Item 8.
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Identification and
Classification of Members of the Group
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N/A
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Item 9.
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Notice of Dissolution of
Group
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N/A
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Item 10.
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Certification
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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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5
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.
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February 13, 2008
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Date
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/s/ David M. Knott
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David M. Knott
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DORSET MANAGEMENT
CORPORATION
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/s/ David M. Knott
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David M. Knott,
President
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6
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