UNITED
STATES
SCHEDULE
13D/A
AMERICAN OUTDOOR BRANDS, INC. |
(Name of Issuer)
Common Stock, par value $0.001 |
(Title of Class of Securities)
02875D109 |
(CUSIP Number)
Bijel
Doshi (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 | |