UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
PEAK INTERNATIONAL LIMITED
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
G69586108
(CUSIP Number)
Guy W. Adams
GWA Capital Partners LLC
55 South Lake Avenue, Suite 720
Pasadena, California 91101
(626) 486-0350
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
MAY 12, 2006
(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 ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-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 ss.240.13d-7 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).
Continued on following page(s)
Page 1 of 7 Pages
SCHEDULE 13D
CUSIP NO. G69586108 PAGE 2 OF 7 PAGES
1 Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
MOUND FUND, LP
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Source of Funds (See Instructions)
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 7 Sole Voting Power
Shares 602,400
Beneficially
Owned By 8 Shared Voting Power
Each 0
Reporting
Person 9 Sole Dispositive Power
With 602,400
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
602,400
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
[ ]
13 Percent of Class Represented By Amount in Row (11)
4.9%
14 Type of Reporting Person (See Instructions)
PN
CUSIP NO. G69586108 PAGE 3 OF 7 PAGES
1 Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
GWA CAPITAL PARTNERS LLC
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Source of Funds (See Instructions)
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 7 Sole Voting Power
Shares 702,400
Beneficially
Owned By 8 Shared Voting Power
Each 0
Reporting
Person 9 Sole Dispositive Power
With 702,400
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
702,400
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
[ ]
13 Percent of Class Represented By Amount in Row (11)
5.7%
14 Type of Reporting Person (See Instructions)
IA;OO
CUSIP NO. G69586108 PAGE 4 OF 7 PAGES
1 Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
GUY W. ADAMS
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Source of Funds (See Instructions)
WC
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)
[X]
6 Citizenship or Place of Organization
UNITED STATES
Number of 7 Sole Voting Power
Shares 702,400
Beneficially
Owned By 8 Shared Voting Power
Each 0
Reporting
Person 9 Sole Dispositive Power
With 702,400
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
702,400
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
[ ]
13 Percent of Class Represented By Amount in Row (11)
5.7%
14 Type of Reporting Person (See Instructions)
IN;HC
CUSIP NO. G69586108 PAGE 5 OF 7 PAGES
This Amendment No.2 to Schedule 13D relates to the shares of common stock,
$0.01 par value per share (the "Shares"), of Peak International Limited, a
Bermuda exempted company with limited liability (the "Issuer"). This Amendment
No.2 supplementally amends the initial statement on Schedule 13D, filed
September 30, 2005 by the Reporting Persons (as defined below).
ITEM 1. SECURITY AND ISSUER.
This Statement relates to the Shares. The address of the principal
executive office of the Issuer is 38507 Cherry Street, Unit G, Newark, CA 94560.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
According to information filed by the Issuer with the Securities and
Exchange Commission in its most recent quarterly report on Form 10Q, the number
of Shares outstanding was 12,420,389 as of the close of business on February 7,
2006.
(a) (i) Mound Fund, LP ("Mound") may be deemed to be the beneficial owner
of 602,400 Shares, or 4.9% of the Shares outstanding.
(ii) GWA Capital Partners LLC ("GWA Capital Partners") may be deemed
to be the beneficial owner of 702,400 Shares, or 5.7% of the
Shares outstanding.
(iii) Mr. Guy W. Adams ("Mr. Adams") may be deemed to be the
beneficial owner of 702,400 Shares, or 5.7% of the Shares
outstanding.
(b) (i) Mound may be deemed to have sole power to direct the voting and
disposition of 602,400 Shares.
(ii) GWA Capital Partners may be deemed to have sole power to direct
the voting and disposition of 702,400 Shares held for the
accounts of Mound and GWA Master Fund, L.P. ("GWA Master Fund"),
with respect to which GWA Capital Partners serves as general
partner, and GWA Investments LLC ("GWA Investments"), with
respect to which GWA Capital Partners serves as managing member.
(iii) Mr. Adams, in his capacity as managing member of GWA Capital
Partners, may be deemed to have sole power to direct the voting
and disposition of 702,400 Shares held for the accounts of Mound
and GWA Master Fund, with respect to which GWA Capital Partners
serves as general partner, and GWA Investments, with respect to
which GWA Capital Partners serves as managing member.
(c) Except as set forth in Annex A hereto, there have been no transactions
effected with respect to the Shares by any of the Reporting Persons.
(d) None.
(e) Not applicable.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, each
of the undersigned certifies that the information set forth in this Statement is
true, complete and correct.
Date: May 16, 2006 MOUND FUND, LP
By: GWA Capital Partners, LLC,
Its General Partner
By: /s/ Guy W. Adams
------------------------------------
Name: Guy W. Adams
Title: Managing Member
Date: May 16, 2006 GWA CAPITAL PARTNERS LLC
By: /s/ Guy W. Adams
------------------------------------
Name: Guy W. Adams
Title: Managing Member
Date: May 16, 2006 GUY W. ADAMS
/s/ Guy W. Adams
-----------------------------------------
ANNEX A
RECENT TRANSACTIONS IN THE SECURITIES OF
PEAK INTERNATIONAL LIMITED
Date of Nature of Number of
-
FOR THE ACCOUNT OF TRANSACTION TRANSACTION SECURITIES PRICE PER SHARE
------------------ ----------- ----------- -------------- ---------------
Mound Fund, LP March 29, 2006 Open Market Sale 20,000 Shares $2.9650
Mound Fund, LP March 31, 2006 Open Market Sale 25,000 Shares $2.7466
Mound Fund, LP April 11, 2006 Open Market Sale 22,600 Shares $2.7333
Mound Fund, LP April 13, 2006 Open Market Sale 15,400 Shares $2.6905
Mound Fund, LP April 18, 2006 Open Market Sale 11,000 Shares $2.6511
Mound Fund, LP April 19, 2006 Open Market Sale 11,500 Shares $2.6500
Mound Fund, LP April 20, 2006 Open Market Sale 10,000 Shares $2.6635
Mound Fund, LP May 12, 2006 Open Market Sale 55,000 Shares $3.1016
Mound Fund, LP May 15, 2006 Open Market Sale 16,400 Shares $3.0860
Mound Fund, LP May 16, 2006 Open Market Sale 33,000 Shares $3.0800