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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)
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)
March 7, 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(b)(3) or (4), 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
TIN ###-##-####
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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 180,700 shares of Common Stock
SHARES ---------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
None
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9 SOLE DISPOSITIVE POWER
180,700 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
230,700 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)
6.5%
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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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ITEM 1. SECURITY AND ISSUER
This Statement relates to the common stock, $.01 par value par value ("Common
Stock") of Acme United Corp. (the "Issuer"). The executive offices of the Issuer
are located at 75 Kings Highway Cutoff, Fairfield, CT 06430.
ITEM 2. IDENTITY AND BACKGROUND
(a) This Statement is being filed by R. Scott Asen (the "Reporting
Person")
(b) The principal offices or business address of the Reporting Person is
c/o Asen & Co., 224 East 49th Street, New York, New York 10017.
(c) (i) The Reporting Person's principal occupation is President of Asen &
Co., a New York corporation with principal executive offices located at 224
East 49th St., New York, New York 10017 ("Asen & Co."), which provides
certain investment advisory services. As described more fully in Item 5
below, the Reporting Person is also a general partner of AB Associates.
(ii) AB Associates, LP, a New York limited partnership ("AB
Associates"), is an investment limited partnership of which the Reporting
Person is one of two general partners. By virtue of his status as a general
partner, the Reporting Person may be deemed to control AB Associates.
(d) The Reporting Person has not been convicted in a criminal proceeding
excluding traffic violations or similar misdemeanors during the last five
years.
(e) The Reporting Person has not been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction during the last
five years which, as a result of such proceeding, was or is subject to a
judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities
laws or finding any violations with respect to such laws.
(f) The Reporting Person is a citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS
The aggregate amount of funds required to purchase the 180,700 shares of Common
Stock owned by the Reporting Person was $291,503.99. The source of funds used by
the Reporting Person to make the purchase of shares of Common Stock was personal
funds.
ITEM 4. PURPOSE OF TRANSACTION
The Reporting Person acquired his shares of Common Stock for investment
purposes. The Reporting Person has no present plans or proposals for disposition
of the shares beneficially owned by him. The Reporting Person intends to
evaluate on a continuing basis his goals and objectives, other business
opportunities available to him, and general economic and equity market
conditions, as well as the Issuer's business operations and prospects. Based on
such evaluations, the Reporting Person may determine to acquire additional
shares of the Issuer or sell or otherwise dispose of some or all of the shares
beneficially owned by him.
The Reporting Person has no present plans or proposals for: (a) an extraordinary
corporate transaction, such as a merger, reorganization or liquidation,
involving the Issuer or any of its subsidiaries, (b) a sale or transfer of a
material amount of assets of the Issuer or any of its subsidiaries, (c) any
change in the present board of directors or management of the Issuer, (d) any
material change in the present capitalization or dividend policy of the Issuer,
(e) any other material change in the Issuer's business or corporate structure,
(f) any other material change in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Issuer by any person, (g) any other material change in the
Issuer's or any of its subsidiaries' business or corporate structure. The
Reporting Person intends to evaluate on a continuing basis his goals and
objectives, other business opportunities available to him, and general economic
and equity market conditions, as well as the Issuer's business operations and
prospects. Based on such evaluations, the Reporting Person's plans regarding the
Issuer may change.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
As of the date hereof, the Reporting Person has the following interests in the
securities of the Issuer:
(a) The Reporting Person directly owns 180,700 shares of the Common Stock,
which shares represent approximately 5.1% 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, the Reporting Person may be
deemed to beneficially own the 50,000 shares owned directly by AB
Associates. The 180,700 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 6.5% 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 180,700 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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40,000 $2.3125
12,500 $2.25
9,800 $2.4375
18,500 $2.49595
(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.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
Other than as disclosed herein, there exist no contracts, arrangements,
understandings or relationships (legal or otherwise) between the Reporting
Person and any other persons with respect to any securities of the Issuer,
including but not limited to transfer or voting of any such securities, finder's
fees, joint ventures, loan or option arrangements, puts or calls, guarantees of
profits, division of profits or loss, or the giving or withholding of proxies.
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: March 17, 2000
/s/ R. Scott Asen
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R. Scott Asen
