UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Initial Filing)
Under the Securities Exchange Act of 1934
ATC Venture Group Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
00213J101
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
x Rule 13d-1(b)
¨ Rule 13d-1(c)
¨ Rule 13d-1(d)
| * | 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 the disclosures provided in a prior cover page. |
The information required in 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).
SCHEDULE 13G
| CUSIP No. 00213J101 |
| 1. | Name of reporting person I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only)
KCG Americas LLC 22-3660471 | |||||
| 2. | Check the appropriate box if a member of a group* (a) ¨ (b) ¨
| |||||
| 3. | SEC use only
| |||||
| 4. | Citizenship or place of organization
Delaware | |||||
| Number of shares beneficially owned by each reporting person with |
5. | Sole voting power
379,195 | ||||
| 6. | Shared voting power
Not applicable | |||||
| 7. | Sole dispositive power
379,195 | |||||
| 8. | Shared dispositive power
Not applicable | |||||
| 9. |
Aggregate amount beneficially owned by each reporting person
379,195 | |||||
| 10. | Check box if the aggregate amount in Row (9) excludes certain shares*
| |||||
| 11. | Percent of class represented by amount in Row 9
5.3% based on outstanding shares reported in the issuer’s 10-Q filed with the SEC for the period ended March 31, 2012. | |||||
| 12. | Type of reporting person*
BD | |||||
| ITEM 1 | (a). | Name of Issuer | ||||
| ATC Venture Group Inc. | ||||||
| ITEM 1 | (b). | Address of Issuer’s Principal Executive Offices | ||||
| 5929 Baker Road, Suite 400 Minnetonka, MN 55345 | ||||||
| ITEM 2 | (a). | Names of Persons Filing | ||||
| KCG Americas LLC | ||||||
| ITEM 2 | (b). | Address of principal business office | ||||
| 545 Washington Blvd., Jersey City, NJ 07310 | ||||||
| ITEM 2 | (c). | Citizenship | ||||
| Delaware | ||||||
| ITEM 2 | (d). | Title of Class of Securities | ||||
| Common Stock | ||||||
| ITEM 2 | (e). | CUSIP Number | ||||
| 00213J101 | ||||||
| ITEM 3. | If this statement is filed pursuant to Rules 13d-1(b), or 13(d)-2(b), check whether the person filing it is a: | |||||
| (a) | x | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | ||||
| ITEM 4. | Ownership | |||||
| (a) | Amount beneficially owned | |||||
| 379,195 | ||||||
| (b) | Percent of class | |||||
| 5.3% | ||||||
| (c) | Number of shares as to which such person has: | |||||
| (i) | sole power to vote or to direct the vote | |||||
| 379,195 | ||||||
| (ii) | shared power to vote or to direct the vote | |||||
| Not applicable | ||||||
| (iii) | sole power to dispose or to direct the disposition of | |||||
| 379,195 | ||||||
| (iv) | shared power to dispose or to direct the disposition of | |||||
| Not applicable | ||||||
| ITEM 5. | Ownership of Five Percent or Less of a Class | |||||
| Not applicable | ||||||
| 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 | |||||
| Not applicable. | ||||||
| ITEM 8. | Identification and Classification of Members of the Group | |||||
| Not applicable. | ||||||
| ITEM 9. | Notice of Dissolution of Group | |||||
| Not applicable. | ||||||
| ITEM 10. | Certification | |||||
| By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. | ||||||
| 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. | ||||||
Date: February 12, 2014
| KCG Americas LLC | ||
| By: | /s/ Matthew Levine | |
| Matthew Levine | ||
| Director of Compliance | ||