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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Amendment No. 1
to
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Transact Technologies Incorporated
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
892918-10-3
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(CUSIP Number)
Mr. Niles Moser
210 Stokes Farm Road
Franklin Lakes, New Jersey 07417
Telephone: (201) 847-1832
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
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April 5, 2002
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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 which is the subject of this Schedule 13D, and is filing this
schedule because of Section 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 240.13d-7 for other
parties to whom copies are 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 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 (the "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.: 892918-10-3
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1) NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
POS Partners LLC
I.R.S. Identification No. 06-1610270
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2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [x]
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3) SEC Use Only
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4) SOURCE OF FUNDS AF
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5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6) CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey
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NUMBER OF 7) SOLE VOTING POWER 275,000*
SHARES ----------------------------------------------------------------
BENEFICIALLY 8) SHARED VOTING POWER 0
OWNED BY ----------------------------------------------------------------
EACH 9) SOLE DISPOSITIVE POWER 275,000*
REPORTING ----------------------------------------------------------------
PERSON WITH 10) SHARED DISPOSITIVE POWER 0
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11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON 275,000*
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12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
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13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.8%
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14) TYPE OF REPORTING PERSON OO
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* The Reporting Person is a limited liability company whose sole member is
Mr. Niles Moser.
CUSIP NO.: 892918-10-3
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1) NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Niles Moser
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2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [x]
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3) SEC Use Only
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4) SOURCE OF FUNDS PF
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5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6) CITIZENSHIP OR PLACE OF ORGANIZATION USA
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NUMBER OF 7) SOLE VOTING POWER 0
SHARES ----------------------------------------------------------------
BENEFICIALLY 8) SHARED VOTING POWER 395,000*
OWNED BY ----------------------------------------------------------------
EACH 9) SOLE DISPOSITIVE POWER 0
REPORTING ----------------------------------------------------------------
PERSON WITH 10) SHARED DISPOSITIVE POWER 395,000*
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11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
395,000*
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12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
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13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.9%
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14) TYPE OF REPORTING PERSON IN
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* Beneficial ownership of 275,000 shares of common stock reported hereunder is
being reported solely due to the fact that the Reporting Person is the sole
member of POS Partners LLC, a New Jersey limited liability company ("POS").
Beneficial ownership of an additional 120,000 shares of common stock reported
hereunder is being reported solely due to the fact that the Reporting Person
is a partner in Mogen Investment, a New Jersey general partnership (the
"Partnership"). The Reporting Person expressly disclaims beneficial ownership of
any shares beneficially owned by the Partnership. See Items 5 and 6 hereof.
ITEM 1. SECURITY AND ISSUER
Item 1 to the Reporting Persons' Schedule 13D filed on March 8, 2001
(the "Original Filing") is hereby incorporated herein by this reference.
Capitalized terms used but not otherwise defined herein have the meaning given
in the Original Filing.
ITEM 2. IDENTITY AND BACKGROUND
Item 2 to the Original Filing is hereby incorporated herein by this
reference.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Item 3 to the Original Filing is hereby incorporated herein by this
reference.
ITEM 4. PURPOSE OF TRANSACTION
Item 4 to the Original Filing is hereby incorporated herein by this
reference.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 to the Original Filing is hereby deleted in entirety and amended
to provide as follows:
(a) (i) As of the date of this Schedule, each of the Reporting Persons
may be deemed to beneficially own the number of shares of Common Stock of the
Issuer described below:
1. POS may be deemed to be the beneficial owner of 275,000
shares of Common Stock, of which POS is the record owner. By virtue thereof, POS
may be deemed to beneficially own 4.8% of Issuer's Common Stock.
2. Mr. Moser may be deemed to be the beneficial owner of
395,000 shares of Common Stock. Beneficial ownership of 275,000 shares of Common
Stock is being reported solely due to the fact that Mr. Moser is the sole member
in POS. Beneficial ownership of an additional 120,000 shares of common stock
reported hereunder is being reported solely due to the fact that Mr. Moser
is a partner in Mogen Investment, a New Jersey general partnership (the
"Partnership"). Mr. Moser expressly disclaims beneficial ownership of all shares
beneficially owned by the Partnership. See Item 6 hereof. By virtue thereof, Mr.
Moser may be deemed to beneficially own 6.9% of Issuer's Common Stock.
The above percentages are computed based on the number of outstanding
shares of Common Stock reported by the Issuer in its Report on Form 10-K for the
year ended on December 31, 2001, and assumes no exercise of warrants or options
or conversion of any convertible security by any person other than the Reporting
Persons.
Each of the Reporting Persons disclaims the existence of a "group"
between or among either of them and the Partnership and between or among either
of them and any or all of
the other partners in the Partnership, in each case within the meaning of
Section 13(d)(3) of the Exchange Act.
(b) (i) POS may be deemed to have sole voting and dispositive power with
respect to the 275,000 shares of Common Stock it may be deemed to beneficially
own.
(ii) By reason of Mr. Moser's status as sole member of POS, Mr.
Moser may be deemed to have sole voting and dispositive power with respect to
the 275,000 shares of Common Stock POS may be deemed to beneficially own. By
reason of Mr. Moser's status as a general partner in the Partnership, Mr. Moser
may be deemed to share the power to vote and dispose of the 120,000 shares of
Common Stock beneficially owned by the Partnership. See Item 6 hereof.
(c) During the 60 days ending on April 5, 2002, POS disposed of an
aggregate of 25,000 shares of Common Stock by means of open market transactions
on the dates and at the prices per share set forth below:
Date Number Price
February 7, 2002 2,500 $6.00
March 25, 2002 4,000 $5.21
March 26, 2002 5,000 $5.35
March 27, 2002 5,600 $5.75
March 28, 2002 1,400 $5.59
April 1, 2002 1,000 $5.85
April 2, 2002 500 $6.40
April 5, 2002 5,000 $6.45
(d) Not applicable.
(e) On April 5, 2002, as a result of the sales described in Item 6(c)
above, POS ceased to be the beneficial owner of more than five percent of the
Issuer's Common Stock.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIP WITH RESPECT TO
SECURITIES OF THE ISSUER
Item 6 to the Original Filing is hereby incorporated herein by this
reference.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Item 7 to the Original Filing is hereby incorporated herein by this
reference.
Signature
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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: April 9, 2002
/s/ Niles Moser
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NILES MOSER
POS PARTNERS LLC
By: /s/ Niles Moser
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Niles Moser, Member
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