UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

(Amendment No. 13)

 

ALTA EQUIPMENT GROUP INC.

(Name of Issuer)

 

Common stock, $0.0001 par value per share

(Title of Class of Securities)

 

02128L106

(CUSIP Number)

 

Bryant R. Riley

B. Riley Financial, Inc.

11100 Santa Monica Blvd., Suite 800

Los Angeles, CA 90025

(818) 884-3737

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

February 7, 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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

 

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.

 

 

 

 

 

 

CUSIP No. 02128L106

 

1 

NAME OF REPORTING PERSONS

B. Riley Financial, Inc.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3

SEC USE ONLY

 

4

SOURCE OF FUNDS

 AF

5

CHECK BOX 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

0

  9

 

SOLE DISPOSITIVE POWER

0

  10

 

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐

 

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.0%*

14

TYPE OF REPORTING PERSON

HC

 

*

Based on 32,368,112 shares of common stock, par value $0.0001 (the “Common Stock”), of Alta Equipment Group Inc. (the “Issuer”) outstanding as of November 6, 2023 as reported by the Issuer on its Form 10-Q filed with the U.S. Securities and Exchange Commission on November 8, 2023 (the “10-Q”).

 

2

 

 

CUSIP No. 02128L106

 

1 

NAME OF REPORTING PERSONS

B. Riley Securities, Inc.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3

SEC USE ONLY

 

4

SOURCE OF FUNDS

 WC

5

CHECK BOX 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

0

  9

 

SOLE DISPOSITIVE POWER

0

  10

 

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐

 

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.0%*

14

TYPE OF REPORTING PERSON

BD

 

*

Based on 32,368,112 shares of Common Stock of the Issuer outstanding as of November 6, 2023 as reported by the 10-Q.

 

3

 

 

CUSIP No. 02128L106

 

1 

NAME OF REPORTING PERSONS

BRF Investments, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3

SEC USE ONLY

 

4

SOURCE OF FUNDS

WC

5

CHECK BOX 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

0

  9

 

SOLE DISPOSITIVE POWER

0

  10

 

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐

 

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.0%*

14

TYPE OF REPORTING PERSON

OO

 

*

Based on 32,368,112 shares of Common Stock of the Issuer outstanding as of November 6, 2023 as reported by the 10-Q.

 

4

 

 

CUSIP No. 02128L106

 

1 

NAME OF REPORTING PERSONS

Bryant R. Riley

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3

SEC USE ONLY

 

4

SOURCE OF FUNDS

 PF, AF

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States of America

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH REPORTING

PERSON

WITH

  7 

 

SOLE VOTING POWER

240,033 (1)(2)

  8

 

SHARED VOTING POWER

0

  9

 

SOLE DISPOSITIVE POWER

240,033 (1)(2)

  10

 

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

240,033 (1)(2)

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐

 

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.7%*

14

TYPE OF REPORTING PERSON

IN

 

*

Based on 32,368,112 shares of Common Stock of the Issuer outstanding as of November 6, 2023 as reported by the 10-Q.
(1) Represents the removal of 211,174 shares that were inadvertently reported on amendments numbered 5 through 12 despite being previously sold.
(2) Represents the removal of 202,247 shares that were inadvertently reported that are not deemed to be beneficially owned by the Reporting Persons.

 

5

 

 

This Amendment No. 13 amends and supplements the Schedule 13D filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 15, 2019, as amended by Amendment No. 1 and Amendment No. 2 filed on February 24, 2020 and Amendment No. 3 filed on March 3, 2020 and Amendment No. 4 filed on March 17, 2020, Amendment No. 5 filed on March 11, 2021, and Amendment No. 6 filed on March 23, 2021, and Amendment No. 7 filed on October 28, 2021, and Amendment No. 8 filed on February 8, 2022, and Amendment No. 9 filed on May 6, 2022, Amendment No. 10 filed on April 18, 2023, Amendment No. 11 filed on July 25, 2023, and Amendment No. 12 filed on August 7, 2023 (as so amended, the “Schedule 13D”), relating to the Common Stock, par value $0.0001 per share (the “Common Stock” or “Shares”), of Alta Equipment Group Inc., a Delaware corporation (the “Issuer or “Company”). Except as set forth herein, the Schedule 13D is unmodified and remains in full force and effect. Each capitalized term used but not defined herein has the meaning ascribed to such term in the Schedule 13D.

 

ITEM 5. INTEREST OF SECURITIES OF THE ISSUER.

 

Item 5, Sections (a), (b) and (e) of the Schedule 13D are hereby amended and restated as follows:

 

  (a) and (b)

 

  1. As of the date hereof, BRS and BRFI no longer beneficially own directly any shares of Common Stock of the Issuer.
     
  2. BRF is the parent company of BRS and BRFI. As a result, BRF may be deemed to indirectly beneficially own the Shares held by BRS and BRFI.
     
  3. Bryant R. Riley may be deemed to indirectly beneficially own 240,033 shares of Common Stock representing 0.7% of the Issuer’s Common Stock, of which (i) 211,175 shares are held jointly with his wife, Carleen Riley, and (ii) 24,610 shares are held as sole trustee of the Robert Antin Children Irrevocable Trust, (iii) 1,062 shares are held as sole custodian for the benefit of Abigail Riley, (iv) 1,062 shares are held as sole custodian for the benefit of Charlie Riley, (v) 1,062 shares are held as sole custodian for the benefit of Eloise Riley, and (vi) 1,062 shares are held as sole custodian for the benefit of Susan Riley. Bryant R. Riley disclaims beneficial ownership of the shares held by BRS, BRFI, or the Robert Antin Children Irrevocable Trust in each case except to the extent of his pecuniary interest therein. 

 

  (e)  

 

    As of February 7, 2024, the Reporting Persons ceased to be beneficial owners of more than five percent of the Common Stock.

 

6

 

 

SIGNATURES

 

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Dated: February 9, 2024

 

  B. RILEY FINANCIAL, INC.
     
  By:

/s/ Bryant R. Riley 
  Name:

Bryant R. Riley 
  Title: Co-Chief Executive Officer
     
  B. RILEY SECURITIES, INC.
     
  By:

/s/ Andrew Moore 
  Name:  Andrew Moore
  Title: Chief Executive Officer
     
  BRF INVESTMENTS, LLC
     
  By:

/s/ Phillip Ahn 
  Name: Phillip Ahn
  Title: Authorized Signatory
     
  BRYANT R. RILEY
     
  By:

/s/ Bryant R. Riley 

 

7

 

 

SCHEDULE A

 

Executive Officers and Directors of B. Riley Financial, Inc.

 

Name and Position   Present Principal Occupation   Business Address   Citizenship
Bryant R. Riley
Chairman of the Board of Directors and Co-Chief Executive Officer		   Chief Executive Officer of B. Riley Capital Management, LLC; Co-Executive Chairman of B. Riley Securities, Inc.; and Chairman of the Board of Directors and Co-Chief Executive Officer of B. Riley Financial, Inc.   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Thomas J. Kelleher1
Co-Chief Executive Officer and Director		   Co-Chief Executive Officer and Director of B. Riley Financial, Inc.; Co-Executive Chairman of B. Riley Securities, Inc.; and President of B. Riley Capital Management, LLC   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Phillip J. Ahn
Chief Financial Officer and Chief Operating Officer		   Chief Financial Officer and Chief Operating Officer of B. Riley Financial, Inc.  

30870 Russell Ranch Rd

Suite 250

Westlake Village, CA 91362

   United States
Kenneth Young
President		   President of B. Riley Financial, Inc.; and Chief Executive Officer of B. Riley Principal Investments, LLC   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Alan N. Forman
Executive Vice President, General Counsel and Secretary		   Executive Vice President, General Counsel and Secretary of B. Riley Financial, Inc.   299 Park Avenue, 21st Floor
New York, NY 10171		   United States
Howard E. Weitzman
Senior Vice President and Chief Accounting Officer		   Senior Vice President and Chief Accounting Officer of B. Riley Financial, Inc.  

30870 Russell Ranch Rd

Suite 250

Westlake Village, CA 91362

   United States
Robert L. Antin2
Director		   Co-Founder of VCA, Inc., an owner and operator of Veterinary care centers and hospitals   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Tammy Brandt
Director		   Senior Member of the Legal team at Creative Artists Agency, a leading global entertainment and sports agency   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Robert D’Agostino
Director		   President of Q-mation, Inc., a supplier of software solutions   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Renée E. LaBran
Director		   Founding partner of Rustic Canyon Partners (RCP), a technology focused VC fund   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Randall E. Paulson
Director		   Special Advisor to Odyssey Investment Partners, LLC, a private equity investment firm   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Michael J. Sheldon
Director		   Chairman and Chief Executive Officer of Deutsch North America, a creative agency – Retired   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States
Mimi Walters
Director		   U.S. Representative from California’s 45th Congressional District – Retired   11100 Santa Monica Blvd.
Suite 800
Los Angeles, CA 90025		   United States

 

 

  1 As of the date hereof, Thomas J. Kelleher directly owned 15,000 shares of Common Stock. The aggregate purchase price of the 15,000 shares of Common Stock that were purchased by Thomas J. Kelleher with personal funds is approximately $153,678. Thomas J. Kelleher has the sole power to vote and dispose of such Common Stock and the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, such Common Stock.

 

  2 As of the date hereof, Robert L. Antin directly owned 44,025 shares of Common Stock. The aggregate purchase price of the 44,025 shares of Common Stock that were purchased by Robert L. Antin with personal funds is approximately $307,741. Robert L. Antin has the sole power to vote and dispose of such Common Stock and the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, such Common Stock.

 

8

 

 

ANNEX I

 

Transactions within the Past 60 Days

 

 

Trade Date

   Transaction   Amount of Securities     Price per Share of Common Stock     Reporting Person
2/7/2024   Sale     2,449,629     $ 11.00     BRF Investments, LLC
2/7/2024   Sale     307,679     $ 11.00     B. Riley Securities, Inc.
2/8/2024   Sale     852,455     $ 11.00     B. Riley Securities, Inc.

 

 

9

 

 

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