UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

 

Allied Motion Technologies Inc.

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(Name of Issuer)

 

Common Stock, no par value

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(Title of Class of Securities)

 

419011101(CUSIP Number)

 

Alexis P. Michas

Juniper Investment Company, LLC

555 Madison Avenue, 24^th Floor

New York, New York 10022

(212) 339-8500

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

 

August 22, 2017

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(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 § 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 § 240.13d-7(b) 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 disclosures provided in a prior cover page.

 

The information required on 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).

 

 

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SCHEDULE 13D

 

 

 

SCHEDULE 13D

 

                     

                  

SCHEDULE 13D

 

                       

 

SCHEDULE 13D

 

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^* Excludes 40 shares held by Mr. Michas’s children, as to which Mr. Michas disclaims beneficial ownership.

 

                      

SCHEDULE 13D

 

                 

Item 1.

Security and Issuer.

 

Item 1 is hereby amended and restated in its entirety to read as follows:

 

This Amendment No. 3 to the statement on Schedule 13D (this “Amendment No. 3”) relates to the common stock, no par value (the “Shares”), of Allied Motion Technologies Inc., a Colorado corporation (the “Issuer”), and hereby amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission on February 28, 2013 (the “Initial Schedule”), as amended by Amendment No. 1 filed on August 30, 2013 (the “Amendment No. 1”, as amended by Amendment No. 2 filed on April 8, 2015 (the “Amendment No. 2” and together with the Initial Schedule, the “Schedule 13D”).  Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Schedule 13D.  All items or responses not described herein remain as previously reported in the Schedule 13D.  The Issuer’s principal executive offices are located at 495 Commerce Drive, Amherst, NY 14228.

 

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

 

The Shares held by Juniper Public Fund that are the subject of this Schedule 13D were purchased with funds obtained through capital contributions from investors in Juniper Public Fund.  Such Shares were purchased in open market purchases for an aggregate purchase price of approximately $5,033,600, excluding brokerage commissions.

 

Item 4.          Purpose of Transaction.

 

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following:

 

Effective August 22, 2017, Alexis P. Michas, a member of the Board of Directors of the Issuer, resigned from the Issuer’s Board of Directors for personal reasons. Mr. Michas did not advise the Issuer of any disagreement with the Issuer on any matter relating to its operations, policies or practices.

 

Item 5.          Interest in Securities of the Issuer.

 

Item 5 the Schedule 13D is hereby amended and restated in its entirety to read as follows:

 

The responses of the Reporting Persons to Rows (11) through (13) of the cover pages of this Schedule 13D are incorporated herein by reference.

 

(a) The percentages used herein are calculated based upon 9,452,277 Shares outstanding at August 2, 2017, as set forth in the Company’s Quarterly Report on Form 10-Q for the six months end June 30, 2017.

 

As of the date of this Schedule 13D, the Reporting Persons may be deemed to have direct beneficial ownership of the Shares as follows:

 

 

(i)          Juniper Public Fund beneficially owned 712,080 Shares, constituting approximately 7.5% of the then outstanding Shares.

 

(ii)         Juniper HF Investors, as the general partner of Juniper Public Fund, may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Act) 712,080 Shares, constituting approximately 7.5% of the then outstanding Shares.  Juniper HF Investors disclaims beneficial ownership of such Shares for all other purposes.

 

(iii)        Juniper Investment Company, as the investment advisor of Juniper Public Fund, may be deemed to own beneficially (as that term is defined in Rule 13-d under the Act) 712,080 Shares, constituting approximately 7.5% of the then outstanding Shares.  Juniper Investment Company disclaims beneficial ownership of such Shares for all other purposes.

 

(iv)        Alexis P. Michas, as a managing member of Juniper HF Investors and Juniper Investment Company, may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Act) 714,009 Shares, constituting approximately 7.6% of the then outstanding Shares. John A. Bartholdson, as a managing member of Juniper HF Investors and Juniper Investment Company, may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Act) 712,080 Shares, constituting approximately 7.5% of the then outstanding Shares.  Messrs. Michas and Bartholdson disclaim beneficial ownership of such Shares for all other purposes.  In addition, with respect to Mr. Michas, this excludes 40 Shares held by Mr. Michas’s children, as to which Shares Mr. Michas disclaims beneficial ownership.

 

(b)          Juniper Public Fund has the sole power to vote or direct the vote of 712,080 Shares and the sole power to dispose or direct the disposition of such Shares.  Juniper HF Investors, Juniper Investment Company and Messrs. Michas and Bartholdson may be deemed to share with Juniper Public Fund the power to vote or to direct the vote and to dispose or to direct the disposition of such Shares.

 

(c)          Not applicable.

 

(d)          To the knowledge of the Reporting Persons, no person other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares that are the subject of this Schedule 13D.

 

(e)          Not applicable.

 

Item 7.          Materials to be Filed as Exhibits.

 

 

 

 

 

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.

 

Dated:  September 1, 2017

           

	JUNIPER PUBLIC FUND, L.P.
	By:	Juniper HF Investors II, LLC, its General Partner
	By :	/s/ John A. Bartholdson
	Name:	John A. Bartholdson
	Title:	Managing Member
	JUNIPER HF INVESTORS II, LLC
	By :	/s/ John A. Bartholdson
	Name:	John A. Bartholdson
	Title:	Managing Member
	JUNIPER INVESTMENT COMPANY, LLC
	By :	/s/ John A. Bartholdson
	Name:	John A. Bartholdson
	Title:	Managing Member
	By :	/s/ Alexis P. Michas
	ALEXIS P. MICHAS
	By :	/s/ John A. Bartholdson
	JOHN A. BARTHOLDSON