Sec Form 13D Filing - Hallador Alternative Assets Fund LLC filing for American Outdoor Brands Inc. (AOUT) - 2024-07-29

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • 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/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

AMERICAN OUTDOOR BRANDS, INC.

(Name of Issuer)

 

Common Stock, par value $0.001

(Title of Class of Securities)

 

02875D109

(CUSIP Number)

 

Bijel Doshi
5485 Kietzke Lane
Reno, NV 89511
(775) 548-1730

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

July 25, 2024

(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

 

* 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. 02875D109
1. Names of Reporting Persons Hallador Investment Advisors, Inc.
2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)       ¨

(b)       ¨

3. SEC Use Only  
4. Source of Funds (See Instructions) AF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 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 1,117,681
8. Shared Voting Power 0
9. Sole Dispositive Power 1,117,681
10. Shared Dispositive Power 0
11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,117,681
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
13. Percent of Class Represented by Amount in Row (11) 8.7%(1)
14. Type of Reporting Person (See Instructions) CO

 

(1) Based on 12,894,558 shares of common stock issued and outstanding as of June 24, 2024, as reported in the Form 10-K filed by the Issuer with the Securities and Exchange Commission on June 27, 2024.

 

 

 

 

CUSIP No. 02875D109
1. Names of Reporting Persons Hallador Alternative Assets Fund LLC
2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)       ¨

(b)       ¨

3. SEC Use Only  
4. Source of Funds (See Instructions) WC
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 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 578,236
9. Sole Dispositive Power 0
10. Shared Dispositive Power 578,236
11. Aggregate Amount Beneficially Owned by Each Reporting Person 578,236
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
13. Percent of Class Represented by Amount in Row (11) 4.5%(1)
14. Type of Reporting Person (See Instructions) OO

 

(1) Based on 12,894,558 shares of common stock issued and outstanding as of June 24, 2024, as reported in the Form 10-K filed by the Issuer with the Securities and Exchange Commission on June 27, 2024.

 

 

 

 

CUSIP No. 02875D109
1. Names of Reporting Persons The Moka Fund LP
2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)       ¨

(b)       ¨

3. SEC Use Only  
4. Source of Funds (See Instructions) WC
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 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 539,445
9. Sole Dispositive Power 0
10. Shared Dispositive Power 539,445
11. Aggregate Amount Beneficially Owned by Each Reporting Person 539,445
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
13. Percent of Class Represented by Amount in Row (11) 4.2%(1)
14. Type of Reporting Person (See Instructions) PN

 

(1) Based on 12,894,558 shares of common stock issued and outstanding as of June 24, 2024, as reported in the Form 10-K filed by the Issuer with the Securities and Exchange Commission on June 27, 2024.

 

 

 

 

CUSIP No. 02875D109
1. Names of Reporting Persons David C. Hardie
2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)       ¨

(b)       ¨

3. SEC Use Only  
4. Source of Funds (See Instructions) PF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
6. Citizenship or Place of Organization United States
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With
7. Sole Voting Power 11,900
8. Shared Voting Power 1,117,681
9. Sole Dispositive Power 11,900
10. Shared Dispositive Power 1,117,681
11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,129,581
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
13. Percent of Class Represented by Amount in Row (11) 8.8%(1)
14. Type of Reporting Person (See Instructions) IN

 

(1) Based on 12,894,558 shares of common stock issued and outstanding as of June 24, 2024, as reported in the Form 10-K filed by the Issuer with the Securities and Exchange Commission on June 27, 2024.

 

 

 

 

CUSIP No. 02875D109
1. Names of Reporting Persons Kevin Leary
2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)       ¨

(b)       ¨

3. SEC Use Only  
4. Source of Funds (See Instructions) PF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
6. Citizenship or Place of Organization United States
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With
7. Sole Voting Power 4,372
8. Shared Voting Power 1,117,681
9. Sole Dispositive Power 4,372
10. Shared Dispositive Power 1,117,681
11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,122,053
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
13. Percent of Class Represented by Amount in Row (11) 8.7%(1)
14. Type of Reporting Person (See Instructions) IN

 

(1) Based on 12,894,558 shares of common stock issued and outstanding as of June 24, 2024, as reported in the Form 10-K filed by the Issuer with the Securities and Exchange Commission on June 27, 2024.

 

 

 

 

CUSIP No. 02875D109
1. Names of Reporting Persons Bijel Doshi
2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)       ¨

(b)       ¨

3. SEC Use Only  
4. Source of Funds (See Instructions) PF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
6. Citizenship or Place of Organization United States
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With
7. Sole Voting Power 9,509
8. Shared Voting Power 1,117,681
9. Sole Dispositive Power 9,509
10. Shared Dispositive Power 1,117,681
11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,127,190
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
13. Percent of Class Represented by Amount in Row (11) 8.7%(1)
14. Type of Reporting Person (See Instructions) IN

 

(1) Based on 12,894,558 shares of common stock issued and outstanding as of June 24, 2024, as reported in the Form 10-K filed by the Issuer with the Securities and Exchange Commission on June 27, 2024.

 

 

 

 

Item 1.Security and Issuer.

 

This Amendment No. 1 amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission on September 19, 2022 (the “Schedule 13D”) by the Reporting Persons with respect to shares of Common Stock, $0.001 par value (the “Shares”) of American Outdoor Brands, Inc., a Delaware corporation (the “Issuer”). Unless otherwise defined herein, capitalized terms used in this Amendment No. 1 shall have the meanings ascribed to them in the Schedule 13D. Unless amended or supplemented below, the information in the Schedule 13D remains unchanged.

 

Item 3.Source and Amount of Funds or Other Consideration.

 

The funds for the purchase of the 578,236 Shares beneficially owned by HAAF were derived from the general working capital of HAAF. The funds for the purchase of the 539,445 Shares beneficially owned by Moka were derived from the general working capital of Moka. The funds for the purchase of the 11,900 Shares over which David C. Hardie exercises sole voting and dispositive control were derived from the personal funds of David C. Hardie. The funds for the purchase of the 4,372 Shares over which Kevin Leary exercises sole voting and dispositive control were derived from the personal funds of Kevin Leary. The funds for the purchase of the 9,509 Shares over which Bijel Doshi exercises sole voting and dispositive control were derived from the personal funds of Bijel Doshi.

 

Item 5.Interest in Securities of the Issuer.

 

(a)

 

(i)HIA beneficially owns 1,117,681 Shares, or 8.7% of the Shares.
(ii)The amount of Shares considered to be beneficially owned by HIA by reason of its voting and dispositive powers with respect to HAAF’s investments is 578,236 Shares, or 4.5% of the Shares.
(iii)The amount of Shares considered to be beneficially owned by HIA by reason of its voting and dispositive powers with respect to Moka’s investments is 539,445 Shares, or 4.2% of the Shares.
(iv)David C. Hardie beneficially owns 11,900 Shares and, as a Managing Director of HIA, may be deemed to beneficially own an additional 1,117,681 Shares, for a total of 8.8% of the Shares.
(v)Kevin Leary beneficially owns 4,372 Shares and, as a Managing Director of HIA, may be deemed to beneficially own an additional 1,117,681 Shares, for a total of 8.7% of the Shares.
(vi)Bijel Doshi beneficially owns 9,509 Shares and, as a Managing Director of HIA, may be deemed to beneficially own an additional 1,117,681 Shares, for a total of 8.7% of the Shares.

 

(b)The following table sets forth the number of Shares as to which the Reporting Persons have (i) the sole power to vote or direct the voting of the Shares, (ii) the sole power to dispose or to direct the disposition of the Shares or (iii) shared power to vote or direct the vote or dispose or direct disposition of the Shares:

 

Reporting Person  Sole Voting Power   Sole Power of
Disposition
   Shared Voting and
Power of Disposition
 
Hallador Investment Advisors, Inc   1,117,681    1,117,681    0 
Hallador Alternative Assets Fund LLC   0    0    578,236 
The Moka Fund LP   0    0    539,445 
David C. Hardie   11,900    11,900    1,117,681 
Kevin Leary   4,372    4,372    1,117,681 
Bijel Doshi   9,509    9,509    1,117,681 

 

(c)

 

Reporting
Person
  Date  Number of
Shares
   Price Per
Share
   Where and How the
Transaction Was
Effected
The Moka Fund LP  July 24, 2024   1,000   $8.79   Open Market
The Moka Fund LP  July 25, 2024   19,500   $9.01   Open Market
The Moka Fund LP  July 26, 2024   10,208   $9.47   Open Market
The Moka Fund LP  July 29, 2024   12,977   $9.51   Open Market

 

(d)Not applicable.

 

(e)Not applicable.

 

 

 

 

SIGNATURE

 

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Dated: July 29, 2024 Hallador Investment Advisors, Inc.
   
  /s/ David C. Hardie
  By: David C. Hardie
  Its: Chairman
     
Dated: July 29, 2024 Hallador Alternative Assets Fund LLC
   
  /s/ David C. Hardie
  By: David C. Hardie
  Its: Managing Member
     
Dated: July 29, 2024 The Moka Fund LP
   
  By:       Hallador Investment Advisors, Inc.,
          its General Partner
     
  /s/ David C. Hardie
  By: David C. Hardie
  Its: Chairman
     
Dated: July 29, 2024 David C. Hardie
   
  /s/ David C. Hardie
  By: David C. Hardie
     
Dated: July 29, 2024 Kevin Leary
   
  /s/ Kevin Leary
  By: Kevin Leary
     
Dated: July 29, 2024 Bijel Doshi
   
  /s/ Bijel Doshi
  By: Bijel Doshi