Page 4 of 8 – SEC Filing
CUSIP No. 67012D106
ITEM 1. Security and Issuer.
The securities to which this Schedule 13D relates are the
common shares, $0.0001 par value per share (“Common
Shares”) of Novume Solutions, Inc., a Delaware corporation
(the “Issuer”) and warrants and options to purchase
Common Shares of the Issuer. The address of the executive offices
of the Issuer is 14420 Albemarle Point Place, Suite 200, Chantilly,
VA 20151.
ITEM 2. Identity and Background.
(a), (b), (c), (d), (e) and (f). This Schedule 13D
is being jointly filed by Avon Road Partners, L.P., a Delaware
limited partnership (“Avon”) and Robert A. Berman, a
United States citizen (“Mr. Berman”, and collectively
with Avon, the “Reporting Persons”). Mr. Berman is the
general partner of Avon. The principal business of Avon is
that of a
private investment vehicle engaged in investing and trading in a
wide variety of securities and financial instruments for its own
account. Mr. Berman’s principal occupation is serving as a
Director on the Board of Directors of the Issuer and is also the
Chief Executive Officer of the Issuer. The business address of Avon
is 2029 Connecticut Ave NW, Washington, DC 20008. Mr.
Berman’s business address is identical to the business
address of the Issuer as reported in Item 1 above. The Reporting
Persons have not, during the
last five years, been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) nor were they a party
to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of which was or is subject
to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such
laws.
ITEM 3. Source and Amount of Funds or Other
Consideration.
The Common Shares reported in this Schedule 13D are the subject of
an Amended and Restated Option Agreement by and between Avon, Dr.
Richard Nathan, and Mr. James K. McCarthy (the “Amended and
Restated Option Agreement”), the form of which was previously
filed with the Securities and Exchange Commission (the
“SEC”) by the Issuer, and a warrant to purchase Common
Shares of the Issuer (the “Avon Warrant”), the form of
which was previously filed with the SEC by the Issuer. The Amended
and Restated Option Agreement and the Avon Warrant were entered
into and issued, respectively, in connection with the closing of
the merger transactions on August 28, 2017 (the
“Mergers”) contemplated by that certain Second Amended
Agreement and Plan of Merger (the “Merger Agreement”)
dated as of July 12, 2017, by and among the Issuer, KeyStone
Solutions, Inc. (“KSI”), Brekford Traffic Safety, Inc.,
Brekford Merger Sub, Inc., and KeyStone Merger Sub, LLC, as
reported by the Issuer in its Current Report on Form 8-K as filed
with the SEC on August 29, 2017.
ITEM 4. Purpose of Transaction.
As a result of the closing of the Mergers, pursuant to the Amended
and Restated Option Agreement, the Reporting Persons exceeded 5%
beneficial ownership of Common Shares of the Issuer necessitating
the filing of this Schedule 13D. In addition, in the future
there may be additional issuances of stock options, restricted
stock, restricted stock units, or other equity grants to Mr. Berman
in connection with his employment by the Issuer which could result
in the acquisition of additional beneficial ownership of Common
Shares of the Issuer by Mr. Berman.
The Reporting Persons also reserve the right to purchase additional
Common Shares or to dispose of Common Shares in the open market, in
privately negotiated transactions or in any other lawful manner in
the future.
It is the current intent of the Issuer to continue to grow through
strategic acquisitions, and as a member of the Board and Chief
Executive Officer, Mr. Berman participates in the review and
evaluation of potential transactions and the consideration used,
including Common Shares of the Issuer.
Except as described above, the Reporting Persons presently have no
plans or proposals which relate to or would result in any action
enumerated in subparagraphs (a) through (j) of the
instructions for Item 4 of Schedule 13D.
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