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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20349
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1 (a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. 5)*
ACME UNITED CORP.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 per share (Title of Class of Securities)
004816104
(CUSIP Number)
R. Scott Asen
c/o Asen & Co.
224 East 49th Street
New York, New York 10017
212-758-2323
(Name, Address, Telephone Number of Person Authorized to Receive
Notices and Communications)
June 2, 2000
(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 Rule 13d-1(e), 13d-1(f) or 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 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
CUSIP NO. 004816104 Page 2 of 4
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
R. Scott Asen
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ]
Not Applicable (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 PROCEEDING IS REQUIRED [ ]
PURSUANT TO ITEMS 2(D) OR 2(E)
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6 CITIZENSHIP OR PLACE OR ORGANIZATION
United States of America
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7 SOLE VOTING POWER
NUMBER OF 388,000 shares of Common Stock
SHARES ---------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
None
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9 SOLE DISPOSITIVE POWER
388,000 shares of Common Stock
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10 SHARED DISPOSITIVE POWER
None
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
438,000 shares of Common Stock**
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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)
12.3%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
**See Item 5 regarding 50,000 shares owned by AB Associates as to which the
Reporting Person may be deemed to hold beneficial ownership, but as to which he
disclaims beneficial ownership.
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This Amendment No. 5 amends and supplements the Statement on Schedule
13D (the "Original Statement") filed by R. Scott Asen (the "Reporting Person")
with the United States Securities and Exchange Commission (the "SEC") on March
17, 2000, as amended on March 24, 2000, April 13, 2000, April 27, 2000 and May
9, 2000. Except as set forth below, there are no changes to the information set
forth in the Original Statement. Capitalized terms used but not otherwise
defined herein shall have the meanings ascribed to them in the Original
Statement.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS
Item 3 is amended to read in its entirety as follows:
The aggregate amount of funds required to purchase the 388,000 shares of Common
Stock owned by the Reporting Person was $803,678. The source of funds used by
the Reporting Person to make the purchase of shares of Common Stock was personal
funds.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 is amended to read in its entirety as follows:
(a) The Reporting Person directly owns 388,000 shares of the Common Stock,
which shares represent approximately 10.9% of the issued and outstanding
shares of Common Stock (based on the total number of issued and outstanding
shares of Common Stock being 3,554,055) (the "Total Outstanding Shares"),
based on disclosures made by the Issuer's transfer agent to the Reporting
Person. As a general partner of AB Associates, LP, a New York limited
partnership ("AB Associates"), the Reporting Person may be deemed to
beneficially own the 50,000 shares owned directly by AB Associates. The
388,000 shares of Common Stock owned directly by the Reporting Person plus
the 50,000 shares of which he may be deemed a beneficial owner, in the
aggregate represent approximately 12.3% of the Total Outstanding Shares.
The Reporting Person hereby expressly disclaims beneficial ownership of any
shares of Common Stock not owned directly by him.
(b) The Reporting Person has sole voting, investment and dispositive power
as to the 388,000 shares of Common Stock directly owned by him. As a
general partner of AB Associates, the Reporting Person may be deemed to
have voting, investment and dispositive power as to the 50,000 shares of
Common Stock owned by AB Associates.
(c) No transactions in the Common Stock of the Issuer were effected by the
Reporting Persons, directly or indirectly, during the past sixty days,
except for the following transactions:
(i) The Reporting Person purchased shares of Common Stock during the
past sixty days in the amounts and at the prices set forth below:
Number of Shares Per Share Price
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1,000 $2.00
19,000 $2.125
10,000 $2.25
8,800 $2.3125
6,500 $2.375
9,800 $2.38712
10,000 $2.4375
6,300 $2.49206
135,900 $2.50
(d) Other than as disclosed herein, no other person has the right to
receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, the shares of Common Stock acquired by the
Reporting Person.
(e) Not applicable.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in the statement is true, complete and correct.
Dated: June 6, 2000
/s/ R. Scott Asen
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R. Scott Asen
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