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Ownership Summary Table
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Northern Right Capital Management | 0 | 942,645 | 0 | 942,645 | 942,645 | 5.0% |
Northern Right Capital (QP) | 0 | 942,645 | 0 | 942,645 | 942,645 | 5.0% |
BC Advisors | 0 | 942,645 | 0 | 942,645 | 942,645 | 5.0% |
Matthew A. Drapkin | 0 | 942,645 | 0 | 942,645 | 942,645 | 5.0% |
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Page 1 of 11 – SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
ARC GROUP
WORLDWIDE, INC.
(Name of Issuer)
Common Stock
(Title of
Class of Securities)
00213H105
(CUSIP Number)
April 19,
2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒
Rule 13d-1(c)
☐ Rule 13d-1(d)
* | The remainder of this cover page shall be filled out for a reporting persons 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, as amended (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).
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Page 2 of 11 – SEC Filing
Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications:
Taylor H. Wilson, Esq.
Haynes and Boone, LLP
2323 Victory
Avenue, Suite 700
Dallas, Texas 75219
(214) 651-5000
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Page 3 of 11 – SEC Filing
CUSIP No. 00213H105 |
1. | Names of Northern Right Capital Management, L.P. | |||||
2. | Check the Appropriate Box if a Member (a) ☒ (b) ☐ | |||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of Texas |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power 0 | ||||
6. | Shared Voting Power 942,645 | |||||
7. | Sole Dispositive Power 0 | |||||
8. | Shared Dispositive Power 942,645 |
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 942,645 | |||||
10. | Check if the Aggregate Amount in Row | |||||
11. | Percent of Class Represented by Amount 5.0% | |||||
12. | Type of Reporting Person (See IA, PN |
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Page 4 of 11 – SEC Filing
CUSIP No. 00213H105 |
1. | Names of Northern Right Capital (QP), L.P. | |||||
2. | Check the Appropriate Box if a Member (a) ☒ (b) ☐ | |||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of Texas |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power 0 | ||||
6. | Shared Voting Power 942,645 | |||||
7. | Sole Dispositive Power 0 | |||||
8. | Shared Dispositive Power 942,645 |
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 942,645 | |||||
10. | Check if the Aggregate Amount in Row | |||||
11. | Percent of Class Represented by Amount 5.0% | |||||
12. | Type of Reporting Person (See PN |
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Page 5 of 11 – SEC Filing
CUSIP No. 00213H105 |
1. | Names of BC Advisors, LLC | |||||
2. | Check the Appropriate Box if a Member (a) ☒ (b) ☐ | |||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of Texas |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power 0 | ||||
6. | Shared Voting Power 942,645 | |||||
7. | Sole Dispositive Power 0 | |||||
8. | Shared Dispositive Power 942,645 |
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 942,645 | |||||
10. | Check if the Aggregate Amount in Row | |||||
11. | Percent of Class Represented by Amount 5.0% | |||||
12. | Type of Reporting Person (See HC, OO |
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Page 6 of 11 – SEC Filing
CUSIP No. 00213H105 |
1. | Names of Matthew A. Drapkin | |||||
2. | Check the Appropriate Box if a Member (a) ☒ (b) ☐ | |||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of United |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power 0 | ||||
6. | Shared Voting Power 942,645 | |||||
7. | Sole Dispositive Power 0 | |||||
8. | Shared Dispositive Power 942,645 |
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 942,645 | |||||
10. | Check if the Aggregate Amount in Row | |||||
11. | Percent of Class Represented by Amount 5.0% | |||||
12. | Type of Reporting Person (See HC, IN |
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Page 7 of 11 – SEC Filing
Item 1. |
(a) | Name of Issuer |
ARC Group Worldwide, Inc.
(b) | Address of Issuers Principal Executive Offices |
810 Flightline Blvd. Deland,
Florida 32724
Item 2. |
(a) | Name of Person Filing |
This statement is jointly filed by and on behalf of each of
Northern Right Capital Management, L.P. (Northern Right Management), Northern Right Capital (QP), L.P. (Northern Right QP), BC Advisors, LLC (BCA), and Matthew A. Drapkin (Mr. Drapkin, and
together with Northern Right Management, Northern Right QP, and BCA, the Reporting Persons).
Northern Right QP has the power
to vote or to direct the vote of (and the power to dispose or direct the disposition of) the shares of common stock of the Issuer (the Common Stock) owned by it (the Northern Right QP Shares).
As general partner and investment manager of Northern Right QP, Northern Right Management may be deemed to have the shared power to vote or
direct the vote of (and the shared power to dispose or direct the disposition of) the Northern Right QP Shares. Northern Right Management does not own any Common Stock directly and disclaims beneficial ownership of the Northern Right QP Shares.
As general partner of Northern Right Management, BCA may be deemed to have the shared power to vote or direct the vote of (and the shared
power to dispose or direct the disposition of) any Common Stock beneficially owned by Northern Right Management. BCA does not own any Common Stock directly and disclaims beneficial ownership of any Common Stock beneficially owned by Northern Right
Management.
As a member of BCA and pursuant to the operating agreement of BCA, Mr. Drapkin may be deemed to have the shared power to
vote or direct the vote of (and the shared power to dispose or direct the disposition of) any Common Stock beneficially owned by BCA. Mr. Drapkin disclaims beneficial ownership of any Common Stock beneficially owned by BCA.
Each Reporting Person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such
person is, for the purposes of Section 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this statement.
(b) | Address of Principal Business Office or, if none, Residence |
The address of the
principal business office of each of Northern Right Management, Northern Right QP, BCA and Mr. Drapkin is 10 Corbin Drive, 3rd Floor, Darien, Connecticut 06820.
(c) | Citizenship |
See Item 4 on the cover page(s) hereto.
(d) | Title of Class of Securities |
Common Stock
(e) | CUSIP Number |
00213H105
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Page 8 of 11 – SEC Filing
Item 3. | 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) | ☐ | A Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); | ||
(b) | ☐ | A Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); | ||
(c) | ☐ | An insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); | ||
(d) | ☐ | An investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | ||
(e) | ☐ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | ||
(f) | ☐ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | ||
(g) | ☐ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | ||
(h) | ☐ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||
(i) | ☐ | 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); | ||
(j) | ☐ | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); | ||
(k) | ☐ | A group, in accordance with §240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
Item 4. | Ownership. |
(a) | Amount beneficially owned: See Item 9 on the cover page(s) hereto. |
(b) | Percent of class: See Item 11 on the cover page(s) hereto. |
(c) | Number of shares as to which such person has: |
(i) | Sole power to vote or to direct the vote: See Item 5 on the cover page(s) hereto. |
(ii) | Shared power to vote or to direct the vote: See Item 6 on the cover page(s) hereto. |
(iii) | Sole power to dispose or to direct the disposition of: See Item 7 on the cover page(s) hereto. |
(iv) | Shared power to dispose or to direct the disposition of: See Item 8 on the cover page(s) hereto. |
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Page 9 of 11 – SEC Filing
Item 5. | Ownership of Five Percent or Less of a Class. |
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 ☐.
Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not Applicable.
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not Applicable.
Item 8. | Identification and Classification of Members of the Group |
Not Applicable.
Item 9. | Notice of Dissolution of Group |
Not Applicable.
Item 10. | Certifications |
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above 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 other than activities solely in connection with a nomination under §240.14a-11.
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Page 10 of 11 – SEC Filing
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.
Date: April 25, 2017 | NORTHERN RIGHT CAPITAL MANAGEMENT, L.P. | |||||
By: | BC Advisors, LLC, its general partner | |||||
By: | /s/ Matthew A. Drapkin | |||||
Name: | Matthew A. Drapkin | |||||
Title: | Authorized Signatory | |||||
NORTHERN RIGHT CAPITAL (QP), L.P. | ||||||
By: | Northern Right Capital Management, L.P., its general partner | |||||
By: | BC Advisors, LLC, its general partner | |||||
By: | /s/ Matthew A. Drapkin | |||||
Name: | Matthew A. Drapkin | |||||
Title: | Authorized Signatory | |||||
BC ADVISORS, LLC | ||||||
By: | /s/ Matthew A. Drapkin | |||||
Name: | Matthew A. Drapkin | |||||
Title: | Authorized Signatory | |||||
MATTHEW A. DRAPKIN | ||||||
/s/ Matthew A. Drapkin |
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Page 11 of 11 – SEC Filing
EXHIBIT INDEX
Exhibit | Description of Exhibit | |
99.1 | Joint Filing Agreement (filed herewith) |