UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D/A
(Amendment No. 3)
Under the Securities Exchange Act of 1934
ALASKA COMMUNICATIONS SYSTEMS GROUP, INC.
(Name of Issuer)
COMMON SHARES, $.01 Par Value
(Title of Class of Securities)
COMMON - 01167P101
(CUSIP Number)
SCOTT L. BARBEE
AEGIS FINANCIAL CORPORATION
6862 ELM STREET, SUITE 830
MCLEAN, VA 22101
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Decemeber 31, 2018
(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.240.13D-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [X].
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. 01167P101 SCHEDULE 13D
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1 NAME OF REPORTING PERSON
Aegis Financial Corporation
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E)
[_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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7 SOLE VOTING POWER
-0-
NUMBER OF ----------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 2,842,018
OWNED BY ----------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON ----------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
2,842,018
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,842,018
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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)
5.34%
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14 TYPE OF REPORTING PERSON*
IA
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CUSIP No. 01167P101 SCHEDULE 13D
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1 NAME OF REPORTING PERSON
Scott L. Barbee
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
--------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
-0-
NUMBER OF ----------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 2,842,018
OWNED BY ----------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON ----------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
2,842,018
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,842,018
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
[_]
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.34%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
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1. SECURITY AND ISSUER.
This Schedule 13D filed by Aegis Financial Corporation and by Scott L.
Barbee (each, a "Reporting Person" and collectively, the "Reporting Persons")
relate to the common stock of Alaska Communications Systems Group, Inc. (the
"Issuer"). The principal executive office of the Issuer is located at 600
Telephone Avenue, Anchorage, Alaska 99503-6091.
2. IDENTITY AND BACKGROUND.
(a), (b) and (c)
This Schedule 13D is being filed on behalf of Aegis Financial Corporation
("AFC") and Scott L. Barbee (each a "Reporting Person" and collectively, the
"Reporting Persons").
(i) The address of the principal business and principal office of AFC is
6862 Elm Street, Suite 830, McLean, VA 22101. Scott L. Barbee is the President
and sole shareholder of AFC.
(ii) Scott L. Barbee's address is 6862 Elm Street, Suite 830, McLean, VA
22101. Scott L. Barbee is President and sole shareholder of AFC.
(d) During the past five years, neither of the Reporting Persons has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the past five years, neither of the Reporting Persons has been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which he 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 violation
with respect to such laws.
(f) AFC is a Delaware Corporation.
Scott L. Barbee is a citizen of the United States of America.
3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The amount of funds expended to date by the Reporting Persons to acquire
the 2,842,018 shares of common stock it holds beneficially is $5,303,935. Such
funds were provided from Advisory Clients' investment accounts managed by the
Reporting Persons.
No borrowed funds were used to purchase the Common Stock.
4. PURPOSE OF TRANSACTION.
The Reporting Persons acquired the shares of Common Stock of the Issuer
for investment purposes. The Reporting Persons from time to time intend to
review their investment in the Issuer on the basis of various factors, including
the Issuer's business, financial condition, results of operations and prospects,
general economic and industry conditions, the securities markets in general and
those for the Issuer's securities in general, as well as other developments and
other investment opportunities. Based upon such review, the Reporting Persons
intend to take such actions in the future as they deem appropriate in light of
the circumstances existing from time to time, which may include further
acquisitions of Common Stock or disposal of all of the shares of Common Stock
currently owned by the Reporting Persons or otherwise acquired by the Reporting
Persons, either in the open market or privately negotiated transactions, with or
without prior notice.
In addition, the Reporting Persons may engage in communications with one
or more shareholders, officers or directors of the Issuer, including discussions
regarding the Issuer's strategic direction, corporate governance, named
executive officer compensation, Board of Directors representation and ideas
that, if effected, could result in, among other things, any of the matters
identified in Item 4(a)-(j) of Schedule 13D. The Reporting Persons reserve their
right, based on all relevant factors and subject to applicable law, at any time
and from time to time, to review or reconsider their position, change their
purpose, take other actions (including actions that could involve one or more of
the types of transactions or have one or more the results described in Item
4(a)-(j) of Schedule 13D) or formulate and implement plans or proposals with
respect to any of the foregoing.
5. INTEREST IN SECURITIES OF THE ISSUER.
To the best of the Reporting Persons' knowledge based on the information
contained in the Issuer's most recent Quarterly Report on Form 10-Q for the
quarter ended September 30, 2018, the number of shares of Common Stock of the
Company outstanding as of November 1, 2018 was 53,185,478 shares.
(A) Aegis Financial Corporation
(a) - (e) Aggregate number of shares beneficially owned: 2,842,018
Percentage: 5.34%
(b) 1. Sole power to vote or to direct vote: -0-
2. Shared power to vote or to direct vote: 2,842,018
3. Sole power to dispose or to direct the disposition: -0-
4. Shared power to dispose or to direct disposition: 2,842,018
(c) During the 60-day period ended Decemeber 31, 2018, Scott L. Barbee
did not purchase or sell any shares of the Company's Common Stock.
(B) Scott L. Barbee
(a) - (e) Aggregate number of shares beneficially owned: 2,842,018
Percentage: 5.34%
(b) 1. Sole power to vote or to direct vote: -0-
2. Shared power to vote or to direct vote: 2,842,018
3. Sole power to dispose or to direct the disposition: -0-
4. Shared power to dispose or to direct disposition: 2,842,018
(c) During the 60-day period ended Decemeber 31, 2018, Scott L. Barbee did
not purchase or sell any shares of the Company's Common Stock.
(d) AFC's advisory clients have the right to receive or direct the receipt of
dividends from, or the proceeds from the sale of, the 2,842,018 shares of common
stock.
(e) Not applicable.
6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings or relationships
between the reporting Persons and any other person with respect to any security
of the Company.
7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit 1 Joint Filing Agreement, dated as of February 8, 2019, among
Aegis Financial Corporation and Scott L. Barbee
After reasonable inquiry and to the best of our knowledge and belief, we certify
that the information set forth in this statement is true, complete and correct.
DATED: February 8, 2019
Aegis Financial Corporation
By: /s/ Scott L. Barbee
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Name: Scott L. Barbee
Title: President
By: /s/ Scott L. Barbee
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Scott L. Barbee
Exhibit 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange Act of
1934, as amended, each of the undersigned agree to the joint filing on behalf of
each of them of the Schedule 13D to which this Joint Filing Agreement (this
"AGREEMENT") is attached as an Exhibit and any amendments thereto. In evidence
thereof, each of the undersigned, being duly authorized, hereby executed this
Agreement.
Date: February 8, 2019
Aegis Financial Corporation
By: /s/ Scott L. Barbee
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Name: Scott L. Barbee
Title: President
By: /s/ Scott L. Barbee
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Scott L. Barbee