ALT5 Sigma Corp — Major Shareholding Notification 2004

Jun 25, 2004

SC 13D/A 1 a04-7280_1sc13da.htm SC 13D/A

| UNITED
STATES |
| --- |
| SECURITIES
AND EXCHANGE COMMISSION |
| Washington,
D.C. 20549 |
| SCHEDULE
13D |

Under the Securities Exchange Act of 1934 (Amendment No. 2 )*

*Appliance Recycling Centers of America, Inc.*

(Name of Issuer)

*Common Stock, no par value*

(Title of Class of Securities)

*03814F 20 5*

(CUSIP Number)

*Richard D. McNeil*

*Lindquist & Vennum P.L.L.P.*

*4200 IDS Center*

*80 South Eighth Street*

*Minneapolis, MN 55402*

*Tel: 612-371-3266*

*Fax: 612-371-3207*

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

*June 21, 2004*

(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. o

*Note* : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §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).

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| CUSIP
No. 03814F 20 5 — 1. | Names of Reporting
Persons. I.R.S. Identification Nos. of above persons (entities only) Medallion Capital, Inc. | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | o |
| 3. | SEC
Use Only | |
| 4. | Source
of Funds (See Instructions) OO | |
| 5. | Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e) o | |
| 6. | Citizenship or Place of Organization State of Minnesota, Country of United States | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole
Voting Power 632,000 |
| | 8. | Shared
Voting Power |
| | 9. | Sole
Dispositive Power 632,000 |
| | 10. | Shared Dispositive Power |
| 11. | Aggregate
Amount Beneficially Owned by Each Reporting Person 632,000 | |
| 12. | Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) o | |
| 13. | Percent
of Class Represented by Amount in Row (11) 25.9% | |
| 14. | Type of Reporting Person
(See Instructions) IV | |

2

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Item 1.	Security and Issuer
	(a) Title of
Class of Securities: Common stock, no
par value
	(b) Name of
Issuer: Appliance Recycling Centers
of America, Inc. (the “Company”)
	(c) Address
of Issuer’s Principal Executive Offices: 7400 Excelsior Boulevard,
Minneapolis, MN 55426-4517
Item 2.	Identity and Background
	(a) Name of
Person Filing: Medallion Capital,
Inc.
	(b) Residence
or Business Address: 3000 West County
Road 42, Suite 301, Burnsville, MN 55337-4827
	(c) Principal
Occupation or Employment: N/A
	(d) Conviction
in a criminal proceeding during the last five years: None
	(e) Subject,
during the last five years, to a judgment, decree or final order enjoining
securities laws violations: None
	(f) Citizenship: State of Minnesota, Country of United
States
Item 3.	Source and Amount of Funds or Other Consideration
	Medallion
Capital acquired 532,000 shares of common stock pursuant to a cashless
exercise of a warrant.
Item 4.	Purpose of Transaction
	Medallion Capital has
acquired the securities, as described in this Schedule 13D for personal
investment purposes using personal funds.
	Medallion Capital may,
from time to time, (1) acquire additional shares of common stock or other
securities of the Company (subject to availability at prices deemed favorable
by Medallion Capital) in the open market, in privately negotiated
transactions, or otherwise, or (2) attempt to dispose of shares of common
stock or preferred stock convertible into common stock or any other
securities beneficially owned by Medallion Capital in the open market, in
privately negotiated transactions or otherwise.
	Medallion Capital does
not have any present plans or intentions that would result in or relate to
any of the transactions described in subparagraphs (a) through (j) of Item 4
of Schedule 13D.

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Item 5.	Interest in Securities of the Issuer
	As of June 21, 2004,
Medallion Capital is the beneficial owner of 632,000 shares of common stock
of the Company, representing 25.9% of the 2,443,777 shares of common stock of
the Company outstanding as reported on the Company’s 10-Q for the quarter
ended April 3, 2004, filed with the SEC on May 18, 2004.
(b)	Voting
and Dispositive Power:
	Medallion Capital has sole voting and dispositive
power over all the securities listed above.
(c)	Transactions within 60 days:
	On June 21, 2004,
Medallion Capital effected a cashless exercise of a warrant to purchase
532,000 shares of common stock of the Company. The warrant was originally issued to Medallion Capital on
September 10, 1998, in connection with a loan agreement. These shares are in addition to the
100,000 shares of common stock previously purchased and reported by Medallion
Capital.
(d)	Right to Direct the Receipt of Dividends: Not applicable.
(e)	Last Date on Which Reporting Person Ceased to be a
5% Holder: Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
	Not
Applicable.
Item 7.	Material to Be Filed as Exhibits
	None.

4

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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 this statement is true, complete and correct.

| June
22, 2004 |
| --- |
| Date |
| MEDALLION CAPITAL, INC. /s/ Dean R. Pickerell |
| Signature |
| Dean R. Pickerell Executive Vice President |
| Name/Title |

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