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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 |
|---|---|---|---|---|---|---|
| Wynnefield Partners Small Cap Value | 963,454 | 0 | 963,454 | 0 | 963,454 | 5.5% |
| Wynnefield Partners Small Cap Value | 1,573,953 | 0 | 1,573,953 | 0 | 1,573,953 | 9.0% |
| Wynnefield Small Cap Value Offshore Fund, Ltd. (No | 530,306 | 0 | 530,306 | 0 | 530,306 | 3.0% |
| Wynnefield Capital, Inc. Profit Sharing Money Purchase Plan | 100,005 | 0 | 100,005 | 0 | 100,005 | .6% |
| Wynnefield Capital Management | 2,537,407 | 0 | 2,537,407 | 0 | 2,537,407 | 14.5% |
| Wynnefield Capital, Inc. 13-3688495 | 530,306 | 0 | 530,306 | 0 | 530,306 | 3.0% |
| Nelson Obus | 0 | 3,167,718 | 0 | 3,167,718 | 3,167,718 | 18.1% |
| Joshua Landes | 0 | 3,167,718 | 0 | 3,167,718 | 3,167,718 | 18.1% |
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Page 1 of 12 – SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
(Amendment No. 3)
Under the Securities Exchange Act of 1934
GLOBAL POWER EQUIPMENT GROUP, INC.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
37941P306
(CUSIP Number)
Wynnefield Partners Small Cap Value, L.P.
450 Seventh Avenue, Suite 509
New York, New York 10123
Attention: Mr. Nelson Obus
Copy to:
Jeffrey S. Tullman, Esq.
Kane Kessler, P.C.
1350 Avenue of the Americas, 26th Floor
New York, New York 10019
(212) 541-6222
(Name, Address and Telephone
Number of Person Authorized to Receive Notices and Communications)
June 16, 2017
(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨
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Page 2 of 12 – SEC Filing
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wynnefield Partners Small Cap Value, L.P. 13-3688497 |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) x |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS* WC |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 963,454 (See |
| 8 | SHARED VOTING POWER 0 (See | |
| 9 | SOLE DISPOSITIVE POWER 963,454 | |
| 10 | SHARED DISPOSITIVE POWER 0 (See |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 963,454 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.5% |
| 14 | TYPE OF REPORTING PERSON* PN |
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Page 3 of 12 – SEC Filing
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wynnefield Partners Small Cap Value, L.P. I 13-3953291 |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) x |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS* WC |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,573,953 (See Item 5) |
| 8 | SHARED VOTING POWER 0 (See | |
| 9 | SOLE DISPOSITIVE POWER 1,573,953 (See Item 5) | |
| 10 | SHARED DISPOSITIVE POWER 0 (See |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,573,953 (See Item 5) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.0% |
| 14 | TYPE OF REPORTING PERSON* PN |
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Page 4 of 12 – SEC Filing
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wynnefield Small Cap Value Offshore Fund, Ltd. (No IRS Identification |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) x |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS* WC |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 530,306 |
| 8 | SHARED VOTING POWER 0 (See | |
| 9 | SOLE DISPOSITIVE POWER 530,306 | |
| 10 | SHARED DISPOSITIVE POWER 0 (See |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 530,306 (See Item 5) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.0% |
| 14 | TYPE OF REPORTING PERSON* CO |
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Page 5 of 12 – SEC Filing
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wynnefield Capital, Inc. Profit Sharing & Money Purchase |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) x |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS* N/A |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 100,005 |
| 8 | SHARED VOTING POWER 0 (See | |
| 9 | SOLE DISPOSITIVE POWER 100,005 | |
| 10 | SHARED DISPOSITIVE POWER 0 (See |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 100,005 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .6% |
| 14 | TYPE OF REPORTING PERSON* EP |
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Page 6 of 12 – SEC Filing
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wynnefield Capital Management, LLC 13-4018186 |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) x |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS* N/A |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION New York |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 2,537,407 (See Item 5) |
| 8 | SHARED VOTING POWER 0 (See | |
| 9 | SOLE DISPOSITIVE POWER 2,537,407 (See Item 5) | |
| 10 | SHARED DISPOSITIVE POWER 0 (See |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,537,407 (See Item 5) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 14.5% |
| 14 | TYPE OF REPORTING PERSON* OO |
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Page 7 of 12 – SEC Filing
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wynnefield Capital, Inc. 13-3688495 |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) x |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS* N/A |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 530,306 |
| 8 | SHARED VOTING POWER 0 (See | |
| 9 | SOLE DISPOSITIVE POWER 530,306 | |
| 10 | SHARED DISPOSITIVE POWER 0 (See |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 530,306 (See Item 5) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.0% |
| 14 | TYPE OF REPORTING PERSON* CO |
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Page 8 of 12 – SEC Filing
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Nelson Obus |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) x |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS* N/A |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 (See |
| 8 | SHARED VOTING POWER 3,167,718 (See Item 5) | |
| 9 | SOLE DISPOSITIVE POWER 0 (See | |
| 10 | SHARED DISPOSITIVE POWER 3,167,718 (See Item 5) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,167,718 (See Item 5) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.1% |
| 14 | TYPE OF REPORTING PERSON* IN |
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Page 9 of 12 – SEC Filing
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Joshua Landes |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) x |
| 3 | SEC USE ONLY |
| 4 | SOURCE OF FUNDS* N/A |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 (See |
| 8 | SHARED VOTING POWER 3,167,718 (See Item 5) | |
| 9 | SOLE DISPOSITIVE POWER 0 (See | |
| 10 | SHARED DISPOSITIVE POWER 3,167,718 (See Item 5) |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,167,718 (See Item 5) |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.1% |
| 14 | TYPE OF REPORTING PERSON* IN |
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Page 10 of 12 – SEC Filing
Item 1. Security and Issuer.
This Amendment No. 3 amends
the Statement of Beneficial Ownership on Schedule 13D originally filed with the Securities and Exchange Commission
(the “Commission”) on April 14, 2016, as amended by Amendment No. 1 filed on June 3, 2016 and as amended
by Amendment No. 2 filed on June 30, 2016 (collectively the “Schedule 13D”) relates to the shares of common stock,
$0.01 par value per share (the “Common Stock”) of Global Power Equipment Group, Inc., a Delaware corporation (the
“Issuer”). The Issuer maintains its principal executive office at 400 E. Las Colinas Boulevard, Suite 400,
Irving, Texas 75039.
Item 4. Purpose of the Transaction
Item 4 of the Schedule 13D is hereby amended by the addition
of the following:
On June 16, 2017 (the “Closing Date”), the
Issuer entered into a new senior secured credit agreement (the “New Credit Agreement”) providing
for term loan borrowings in an aggregate principal amount of up to $45 million with Centre Lane Partners Master Credit Fund II,
L.P. (“Centre Lane”) as Administrative Agent and Collateral Agent, and the other lenders from time to time party
thereto.
Wynnefield Partners Small Cap Value, L.P. I, Wynnefield Partners
Small Cap Value, L.P., and Wynnefield Small Cap Value Offshore Fund, Ltd., (the “Wynnefield Funds”), part of the Wynnefield
Reporting Persons, entered into a participation agreement with Centre Lane, dated June 16, 2017 (the “Participation Agreement”)
pursuant to which the Wynnefield Funds funded $5,000,000 of the outstanding debt under the New Credit Agreement which was negotiated,
in all material respects, by Centre Lane and the Issuer without the involvement of the Wynnefield Funds. The Wynnefield Funds are
not party to, nor are they Lenders under, the New Credit Agreement. Pursuant to the Participation Agreement, only Centre Lane and
the Lenders have control over rights under the New Credit Agreement relating to enforcement and waiver and compliance of material
terms.
Item 6. Contracts, Arrangements, Understandings or Relationships
with respect to Securities of the Issuer
Reference is hereby made to the Participation Agreement described
in Item 4.
Item 7. Material to be Filed as Exhibits.
Item 7 of the Schedule 13D is hereby amended by
the addition of the following:
Exhibit 4 – Participation Agreement dated as of June 16,
2017 by and among Wynnefield Partners Small Cap Value, L.P., Wynnefield Partners Small Cap Value, L.P. I, Wynnefield Small Cap
Value Offshore Fund, Ltd., and Centre Lane Partners Master Credit Fund II, L.P.
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Page 11 of 12 – SEC Filing
SIGNATURE
After reasonable inquiry and to the best
of their knowledge and belief, the undersigned certify that the information set forth in this Schedule 13D is true, complete and
correct.
| Dated: June 22, 2017 | ||
| WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P. I | ||
| By: | Wynnefield Capital Management, LLC, | |
| its General Partner | ||
| By: | /s/ Nelson Obus | |
| Nelson Obus, Co-Managing Member | ||
| WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P. | ||
| By: | Wynnefield Capital Management, LLC, | |
| its General Partner | ||
| By: | /s/ Nelson Obus | |
| Nelson Obus, Co-Managing Member | ||
| WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD. | ||
| By: | Wynnefield Capital, Inc., | |
| its Investment Manager | ||
| By: | /s/ Nelson Obus | |
| Nelson Obus, President | ||
| WYNNEFIELD CAPITAL INC. PROFIT SHARING & MONEY PURCHASE PLAN | ||
| By: | /s/ Nelson Obus | |
| Nelson Obus, Co-Trustee | ||
| WYNNEFIELD CAPITAL MANAGEMENT, LLC | ||
| By: | /s/ Nelson Obus | |
| Nelson Obus, Co-Managing Member | ||
| WYNNEFIELD CAPITAL, INC. | ||
| By: | /s/ Nelson Obus | |
| Nelson Obus, President | ||
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Page 12 of 12 – SEC Filing
| /s/ Nelson Obus | |
| Nelson Obus, Individually | |
| /s/ Joshua Landes | |
| Joshua Landes, Individually |
