Sec Form 13D Filing - BLACK DIAMOND CAPITAL MANAGEMENT L.L.C. filing for CONSUMER PORTFOLIO SVCS INC (CPSS) - 2022-06-28

Insider filing report for Changes in Beneficial Ownership

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  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 

SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
 
CONSUMER PORTFOLIO SERVICES INC.
(Name of Issuer)
 
Common Stock, no par value
(Title of Class of Securities)
 
210502100
(CUSIP Number)
 
Adam Tarkan
c/o Black Diamond Capital Management L.L.C.
2187 Atlantic Street, 9th Floor
Stamford, CT 06902
(203) 552-0888
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
June 24, 2022
(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-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 Rule 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).



SCHEDULE 13D
 
CUSIP No: 210502100
Page 2 of 7 Pages
1
NAMES OF REPORTING PERSONS
 
 
BLACK DIAMOND CAPITAL MANAGEMENT, L.L.C.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
5,043,398
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
5,043,398
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
5,043,398
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
23.94%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO, IA
 
 
 
 
 

SCHEDULE 13D
 
CUSIP No: 210502100
Page 3 of 7 Pages
1
NAMES OF REPORTING PERSONS
 
 
STEPHEN H. DECKOFF
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
United States of America
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
0
 
 
 
 
8
SHARED VOTING POWER
 
 
5,043,398
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
5,043,398
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
5,043,398
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
23.94%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN, HC
 
 
 
 


SCHEDULE 13D
 
CUSIP No: 210502100
Page 4 of 7 Pages
Item 1.
Security and Issuer
 
Item 1 of the Schedule 13D is hereby amended and supplemented as follows:
 
This Amendment No. 4 to the Schedule 13D (“Amendment No. 4”) amends and supplements the information set forth in the Schedule 13D filed by the Reporting Persons with the U.S. Securities and Exchange Commission (the “SEC”) on December 9, 2021 (the “Original Schedule 13D”), as amended by Amendment No. 1, filed with the SEC on February 8, 2022 (“Amendment No. 1”), Amendment No. 2, filed with the SEC on February 15, 2022 (“Amendment No. 2”) and Amendment No. 3, filed with the SEC on March 14, 2022 (“Amendment No. 3” and together with the Original Schedule 13D, Amendment No. 1 and Amendment No. 2, the “Schedule 13D”), with respect to the Common Stock, no par value (the “Shares”), of Consumer Portfolio Services, Inc. (the “Issuer” or the “Company”), whose principal executive offices are located at 800 Howard Hughes Parkway, Suite 1400, Las Vegas, Nevada 89169. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. Except as specifically provided herein, this Amendment No. 4 does not modify any of the information previously reported in the Schedule 13D.
 
Item 3.
Source and Amount of Funds or Other Consideration
 
Item 3 of the Schedule 13D is hereby amended and supplemented as follows:
 
The funds used for the purchase of the Shares reported herein by the Reporting Persons were investment capital of the certain Black Diamond investment vehicles. A total of approximately $25,296,182.64, including commissions, was paid to acquire the Shares reported herein.
 
Item 4.
Purpose of Transaction
 
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
 
Since the filing of Amendment No. 3, the Company’s CEO announced his endorsement of the Reporting Persons’ Proposed Nominees to the Board.
 
Item 5.
Interest in Securities of the Issuer
 
Item 5 of the Schedule 13D is hereby amended and supplemented as follows:
 
(a, b) The aggregate number of Shares and the percentage of total outstanding Shares beneficially owned by the Reporting Persons as of the date hereof is set forth below:
 
Reporting Person
Number of Shares
Beneficially Owned 1
Percentage of
Outstanding Shares
Number of Outstanding
Shares 2
Black Diamond
5,043,398
23.94%
21,065,973
Mr. Deckoff
5,043,398
23.94%
21,065,973
 
1 The beneficial ownership for which each figure is provided in this column is the shared, not sole, power to vote or to direct the vote, and the shared, not sole, power to dispose or to direct the disposition of the Shares.
 
2 This figure is based upon information in the Issuer’s proxy statement filed on Form 10-Q, filed May 4, 2022, indicating that, as of April 29, 2022, there were 21,065,973 Shares outstanding.
 

SCHEDULE 13D
 
CUSIP No: 210502100
Page 5 of 7 Pages
(c) A description of the transactions in the Shares since the filing of Amendment No. 3, all of which were effected with or through a broker, is included in Exhibit F.
 
(d) Certain Black Diamond investment vehicles have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons. Such interest of one of such investment vehicles, Black Diamond Credit Strategies Master Fund, Ltd. (“Master Fund”), relates to more than 5 percent of the class of Shares.
 
(e) This Item 5(e) is not applicable.
 
Item 7.
Material to be Filed as Exhibits.
 
Item 7 of the Schedule 13D is hereby amended and supplemented as follows:
 
Exhibit F:          Schedule of Transactions, in response to Item 5(c)
 

SCHEDULE 13D
 
CUSIP No: 210502100
Page 6 of 7 Pages
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.
 
June 28, 2022
   
     
 
BLACK DIAMOND CAPITAL
MANAGEMENT, L.L.C.
 
     
 
/s/ Stephen H. Deckoff
 
     
 
Stephen H. Deckoff
 
 
Managing Principal
 
     
 
STEPHEN H. DECKOFF
 
     
 
/s/ Stephen H. Deckoff
 

Attention: Intentional misstatements or omissions of fact constitute federal violations (see 18 U.S.C. 1001).


SCHEDULE 13D
 
CUSIP No: 210502100
Page 7 of 7 Pages
EXHIBIT F
 
SCHEDULE OF TRANSACTIONS
 
Name of Account
Date of
Transaction
Nature of
Transaction
Quantity of
Shares
Price Per Share
BDCM Strategic Capital Fund I, L.P.
4/4/2022
Purchase
16,284
 $10.7307
BDCM Strategic Capital Fund I, L.P.
4/5/2022
Purchase
11,400
 $10.8278
BDCM Strategic Capital Fund I, L.P.
4/6/2022
Purchase
1,986
 $10.9706
BDCM Strategic Capital Fund I, L.P.
4/7/2022
Purchase
2,845
 $10.9974
BDCM Strategic Capital Fund I, L.P.
6/13/2022
Purchase
50,000
 $10.3516
BDCM Strategic Capital Fund I, L.P.
6/14/2022
Purchase
498
 $10.3455
BDCM Strategic Capital Fund I, L.P.
6/16/2022
Purchase
26,455
 $10.473
BDCM Strategic Capital Fund I, L.P.
6/17/2022
Purchase
2,576
 $10.53
BDCM Strategic Capital Fund I, L.P.
6/23/2022
Purchase
47,579
 $10.523
BDCM Strategic Capital Fund I, L.P.
6/24/2022
Purchase
236,733
 $10.394