Agilysys,
Inc.
|
||||
(Name
of Issuer)
|
||||
Class
A Common Stock, without par value
|
||||
(Title
of Class of Securities)
|
||||
00847J105
|
||||
(CUSIP
Number)
|
||||
December
31, 2007
|
||||
(Date
of Event Which Requires Filing of this
Statement)
|
CUSIP
No. 00847J105
|
13G
|
Page
2 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
Goodwood
Inc.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Ontario,
Canada
|
||
NUMBER OF SHARES |
5
|
SOLE
VOTING POWER
0 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
1,968,260 |
|
REPORTING
PERSON WITH |
7
|
SOLE
DISPOSITIVE POWER
0 |
|
8
|
SHARED
DISPOSITIVE
POWER
1,968,260 |
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,968,260
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
8.4%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
CUSIP
No. 00847J105
|
13G
|
Page
3 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
1354037
Ontario Inc.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Ontario,
Canada
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
0 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
1,968,260 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
0 |
|
|
8
|
SHARED
DISPOSITIVE
POWER
1,968,260 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,968,260
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
8.4%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
CUSIP
No. 00847J105
|
13G
|
Page
4 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
Goodwood
Fund
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
768,060 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
0 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
768,060 |
|
|
8
|
SHARED
DISPOSITIVE
POWER
0 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
768,060
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
3.3%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No. 00847J105
|
13G
|
Page
5 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
Arrow
Goodwood Fund
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
247,500 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
0 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
247,500 |
|
|
8
|
SHARED
DISPOSITIVE
POWER
0 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
247,500
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
1.1%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No. 00847J105
|
13G
|
Page
6 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
Goodwood
Capital Fund
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
138,200 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
0 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
138,200 |
|
|
8
|
SHARED
DISPOSITIVE
POWER
0 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
138,200
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
0.6%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No. 00847J105
|
13G
|
Page
7 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
The
Goodwood Fund 2.0 Ltd.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Cayman
Islands
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
793,100 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
0 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
793,100 |
|
|
8
|
SHARED
DISPOSITIVE
POWER
0 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
793,100
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
3.4%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No. 00847J105
|
13G
|
Page
8 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
MSS
Equity Hedge 15
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Cayman
Islands
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
21,400 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
0 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
21,400 |
|
|
8
|
SHARED
DISPOSITIVE
POWER
0 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
21,400
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
Less
than 0.1%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IV
|
CUSIP
No. 00847J105
|
13G
|
Page
9 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
Peter
H. Puccetti
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
0 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
1,968,260 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
0 |
|
|
8
|
SHARED
DISPOSITIVE POWER
1,968,260 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,968,260
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
8.4%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
CUSIP
No. 00847J105
|
13G
|
Page
10 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
J.
Cameron MacDonald
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
Canada
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
34,400 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
1,984,201 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
34,400 |
|
|
8
|
SHARED
DISPOSITIVE
POWER
1,984,201 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
2,018,601
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
8.6%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
CUSIP
No. 00847J105
|
13G
|
Page
11 of 18 Pages
|
1
|
NAME
OF REPORTING
PERSON I.R.S.
IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only):
628088
BC Ltd.
|
||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) S
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
British
Columbia, Canada
|
||
NUMBER
OF
SHARES |
5
|
SOLE
VOTING POWER
25,000 |
|
BENEFICIALLY
OWNED
BY
EACH |
6
|
SHARED
VOTING POWER
0 |
|
REPORTING
PERSON
WITH |
7
|
SOLE
DISPOSITIVE POWER
25,000 |
|
|
8
|
SHARED
DISPOSITIVE
POWER
0 |
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
25,000
|
||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See
Instructions)
N/A
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
Less
than 0.1%
|
||
12
|
TYPE
OF REPORTING PERSON (See Instructions)
CO
|
CUSIP
No. 00847J105
|
13G
|
Page
12 of 18 Pages
|
Item
1.
|
|
(a)
|
Name
of Issuer:
|
(b)
|
Address
of Issuer's Principal Executive
Offices:
|
Item
2.
|
|
(a)
|
Name
of Person Filing:
|
(b)
|
Address
of Principal Business Office or, if none,
Residence:
|
(c)
|
Citizenship:
|
(d)
|
Title
of Class of Securities:
|
(e)
|
CUSIP
Number:
|
Item
3.
|
|
Item
4.
|
Ownership
|
CUSIP
No. 00847J105
|
13G
|
Page
13 of 18 Pages
|
2.
|
1354037
Ontario Inc.
|
(a)
|
Amount
beneficially
owned: 1,968,260
|
(b)
|
Percent
of class: 8.4%
|
(c)
|
(i)
Sole power to vote or direct the
vote: 0
|
(ii)
|
Shared
power to vote or direct the
vote: 1,968,260
|
(iii)
|
Sole
power to dispose or direct the
disposition: 0
|
(iv)
|
Shared
power to dispose or direct the
disposition: 1,968,260
|
3.
|
Goodwood
Fund
|
(a)
|
Amount
beneficially
owned: 768,060
|
(b)
|
Percent
of class: 3.3%
|
(c)
|
(i)
Sole power to vote or direct the
vote: 768,060
|
(ii)
|
Shared
power to vote or direct the
vote: 0
|
(iii)
|
Sole
power to dispose or direct the
disposition: 768,060
|
(iv)
|
Shared
power to dispose or direct the
disposition: 0
|
4.
|
Arrow
Goodwood Fund
|
(a)
|
Amount
beneficially
owned: 247,500
|
(b)
|
Percent
of class: 1.1%
|
(c)
|
(i) Sole
power to vote or direct the
vote: 247,500
|
(ii)
|
Shared
power to vote or direct the
vote: 0
|
(iii)
|
Sole
power to dispose or direct the
disposition: 247,500
|
(iv)
|
Shared
power to dispose or direct the
disposition: 0
|
5.
|
Goodwood
Capital Fund
|
(a)
|
Amount
beneficially
owned: 138,200
|
(b)
|
Percent
of class: 0.6%
|
(c)
|
(i) Sole
power to vote or direct the
vote: 138,200
|
(ii)
|
Shared
power to vote or direct the
vote: 0
|
(iii)
|
Sole
power to dispose or direct the
disposition: 138,200
|
(iv)
|
Shared
power to dispose or direct the
disposition: 0
|
6.
|
The
Goodwood Fund 2.0 Ltd.
|
(a)
|
Amount
beneficially
owned: 793,100
|
(b)
|
Percent
of class: 3.4%
|
(c)
|
(i) Sole
power to vote or direct the
vote: 793,100
|
(ii)
|
Shared
power to vote or direct the
vote: 0
|
(iii)
|
Sole
power to dispose or direct the
disposition: 793,100
|
(iv)
|
Shared
power to dispose or direct the
disposition: 0
|
7.
|
MSS
Equity Hedge 15
|
(a)
|
Amount
beneficially
owned: 21,400
|
(b)
|
Percent
of class: Less than 0.1%
|
(c)
|
(i) Sole
power to vote or direct the
vote: 21,400
|
(ii)
|
Shared
power to vote or direct the
vote: 0
|
(iii)
|
Sole
power to dispose or direct the
disposition: 21,400
|
(iv)
|
Shared
power to dispose or direct the
disposition: 0
|
8.
|
Peter
H. Puccetti
|
(a)
|
Amount
beneficially
owned: 1,968,260
|
(b)
|
Percent
of class: 8.4%
|
CUSIP
No. 00847J105
|
13G
|
Page
14 of 18 Pages
|
(c)
|
(i) Sole
power to vote or direct the
vote: 0
|
(ii)
|
Shared
power to vote or direct the
vote: 1,968,260
|
(iii)
|
Sole
power to dispose or direct the
disposition: 0
|
(iv)
|
Shared
power to dispose or direct the
disposition: 1,968,260
|
9.
|
J.
Cameron MacDonald
|
(a)
|
Amount
beneficially
owned: 2,018,601
|
(b)
|
Percent
of class: 8.6%
|
(c)
|
(i) Sole
power to vote or direct the
vote: 34,400
|
(ii)
|
Shared
power to vote or direct the
vote: 1,984,201
|
(iii)
|
Sole
power to dispose or direct the
disposition: 34,400
|
(iv)
|
Shared
power to dispose or direct the
disposition: 1,984,201
|
10.
|
628088
BC Ltd.
|
(a)
|
Amount
beneficially
owned: 25,000
|
(b)
|
Percent
of class: Less than 0.1%
|
(c)
|
(i) Sole
power to vote or direct the
vote: 25,000
|
(ii)
|
Shared
power to vote or direct the
vote: 0
|
(iii)
|
Sole
power to dispose or direct the
disposition: 25,000
|
(iv)
|
Shared
power to dispose or direct the
disposition: 0
|
Item
5.
|
Ownership
Five Percent or Less
of a Class
|
Item
6.
|
Ownership
of More than Five
Percent on Behalf of Another
Person
|
|
Not
Applicable.
|
Item
7.
|
Identification
and
Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company or Control
Person
|
Item
8.
|
Identification
and
Classification of Members of the
Group
|
Item
9.
|
Notice
of Dissolution of
Group
|
Item
10.
|
Certification
|
CUSIP
No. 00847J105
|
13G
|
Page
15 of 18 Pages
|
GOODWOOD
INC.
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
1354037
ONTARIO INC.
|
||
By:
|
/s/
J. Cameron MacDonald
|
|
Name:
|
J.
Cameron MacDonald
|
|
Title:
|
Authorized
Person
|
|
|
||
GOODWOOD
FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
ARROW
GOODWOOD FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
GOODWOOD
CAPITAL FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
THE
GOODWOOD FUND 2.0 LTD.
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
MSS
EQUITY HEDGE 15
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
CUSIP
No. 00847J105
|
13G
|
Page
16 of 18 Pages
|
PETER
H. PUCCETTI
|
||
/s/
Peter H. Puccetti
|
||
|
||
|
||
J.
CAMERON MACDONALD
|
||
/s/
J. Cameron MacDonald
|
||
|
628088
BC LTD.
|
||
By:
|
/s/
J. Cameron MacDonald
|
|
Name:
|
J.
Cameron MacDonald
|
|
Title:
|
Authorized
Person
|
|
CUSIP
No. 00847J105
|
13G
|
Page
17 of 18 Pages
|
GOODWOOD
INC.
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
1354037
ONTARIO INC.
|
||
By:
|
/s/
J. Cameron MacDonald
|
|
Name:
|
J.
Cameron MacDonald
|
|
Title:
|
Authorized
Person
|
|
|
||
GOODWOOD
FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
ARROW
GOODWOOD FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
GOODWOOD
CAPITAL FUND
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
||
THE
GOODWOOD FUND 2.0 LTD.
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
CUSIP
No. 00847J105
|
13G
|
Page
18 of 18 Pages
|
MSS
EQUITY HEDGE 15
|
||
By:
|
/s/
Peter H. Puccetti
|
|
Name:
|
Peter
H. Puccetti
|
|
Title:
|
Authorized
Person
|
|
|
PETER
H. PUCCETTI
|
||
/s/
Peter H. Puccetti
|
||
|
||
|
||
J.
CAMERON MACDONALD
|
||
/s/
J. Cameron MacDonald
|
||
|
628088
BC LTD.
|
||
By:
|
/s/
J. Cameron MacDonald
|
|
Name:
|
J.
Cameron MacDonald
|
|
Title:
|
Authorized
Person
|
|