United States
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)
IntriCon Corporation
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(Name of Issuer)
Common Stock, $1.00 Par Value
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(Title of Class of Securities)
46121H109
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(CUSIP Number)
December 31, 2016
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[x] 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).
CUSIP No. 46121H109
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Corrib Master Fund, Ltd.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [_]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
530,202
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
530,202
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
530,202
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.8%
12. TYPE OF REPORTING PERSON
CO
CUSIP No. 46121H109
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Corrib Capital Management L.P.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [_]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
648,829
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
648,829
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
648,829
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.5%
12. TYPE OF REPORTING PERSON
IA, PN
CUSIP No. 46121H109
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Kevin M. Cavanaugh
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [_]
(b) [_]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
42,304
6. SHARED VOTING POWER
648,829
7. SOLE DISPOSITIVE POWER
42,304
8. SHARED DISPOSITIVE POWER
648,829
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
691,133
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.2%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN, HC
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CUSIP No. 46121H109
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Item 1(a). Name of Issuer:
IntriCon Corporation
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Item 1(b). Address of Issuer's Principal Executive Offices:
1260 Red Fox Road
Arden Hills, Minnesota 55112
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Item 2(a). Name of Persons Filing:
Corrib Master Fund, Ltd.
Corrib Capital Management, L.P.
Kevin M. Cavanaugh
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Item 2(b). Address of Principal Business Office, or if None, Residence:
Corrib Master Fund, Ltd.
c/o Corrib Capital Management, L.P.
527 Marquette Avenue South, Suite #1000
Minneapolis, Minnesota 55402
Corrib Capital Management, L.P.
527 Marquette Avenue South, Suite #1000
Minneapolis, Minnesota 55402
Kevin M. Cavanaugh
c/o Corrib Capital Management, L.P.
527 Marquette Avenue South, Suite #1000
Minneapolis, Minnesota 55402
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Item 2(c). Citizenship:
Corrib Master Fund, Ltd.: Cayman Islands
Corrib Capital Management, L.P.: Delaware
Kevin M. Cavanaugh: United States
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Item 2(d). Title of Class of Securities:
Common Stock, $1.00 Par Value
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Item 2(e). CUSIP Number:
46121H109
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Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b)
or (c), Check Whether the Person Filing is a:
(a) [_] Broker or dealer registered under Section 15 of the Exchange Act.
(b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange
Act.
(d) [_] Investment company registered under Section 8 of the Investment
Company Act.
(e) [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [_] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [_] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) [_] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act;
(i) [_] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act;
(j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4. Ownership.
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1.
(a) Amount beneficially owned:
Corrib Master Fund, Ltd: 530,202
Corrib Capital Management, L.P.: 648,829
Kevin M. Cavanaugh: 691,133
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(b) Percent of class:
Corrib Master Fund, Ltd: 7.8%
Corrib Capital Management, L.P.: 9.5%
Kevin M. Cavanaugh: 10.2%
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(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Corrib Master Fund, Ltd: 0
Corrib Capital Management, L.P.: 0
Kevin M. Cavanaugh: 42,304
(ii) Shared power to vote or to direct the vote:
Corrib Master Fund, Ltd: 530,202
Corrib Capital Management, L.P.: 648,829
Kevin M. Cavanaugh: 648,829
(iii) Sole power to dispose or to direct the disposition of:
Corrib Master Fund, Ltd.: 0
Corrib Capital Management, L.P.: 0
Kevin M. Cavanaugh: 42,304
(iv) Shared power to dispose or to direct the disposition of:
Corrib Master Fund, Ltd.: 530,202
Corrib Capital Management, L.P.: 648,829
Kevin M. Cavanaugh: 648,829
Instruction: For computations regarding securities which represent a right to
acquire an underlying security see Section 240.13d-3(d)(1).
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities check the following
[ ].
N/A
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Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale
of, such securities, a statement to that effect should be included in
response to this item and, if such interest relates to more than
5 percent of the class, such person should be identified. A listing
of the shareholders of an investment company registered under the
Investment Company Act of 1940 or the beneficiaries of employee benefit
plan, pension fund or endowment fund is not required.
N/A
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Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company or Control
Person.
If a parent holding company or control person has filed this schedule,
pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and
attach an exhibit stating the identity and the Item 3 classification of
the relevant subsidiary. If a parent holding company or control person
has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d),
attach an exhibit stating the identification of the relevant
subsidiary.
N/A
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Item 8. Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to
Section 240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and
attach an exhibit stating the identity and Item 3 classification
of each member of the group. If a group has filed this schedule
pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach
an exhibit stating the identity of each member of the group.
N/A
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Item 9. Notice of Dissolution of Group.
Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings with respect
to transactions in the security reported on will be filed, if required,
by members of the group, in their individual capacity. See Item 5.
N/A
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Item 10. Certifications.
By signing below, each Reporting Person certifies that, to the best of
its 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, other
than activities solely in connection with a nomination under
Section 240.14a-11.
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.
Date: February 10, 2017
Corrib Master Fund, Ltd.*
By: /s/ Kevin M. Cavanaugh
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Name: Kevin M. Cavanaugh
Title: Director
Corrib Capital Management, L.P.*
By: Corrib Capital Advisors LLC, its general partner
By:/s/ Kevin M. Cavanaugh
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Name: Kevin M. Cavanaugh
Kevin M. Cavanaugh*
By: /s/ Kevin M. Cavanaugh
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Kevin M. Cavanaugh
*The Reporting Persons disclaim beneficial ownership in the common stock
reported herein except to the extent of their pecuniary interest therein.
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than an
executive officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed
with the statement, provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the statement
shall be typed or printed beneath his signature.
Note. Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Section 240.13d-7
for other parties for whom copies are to be sent.
Attention. Intentional misstatements or omissions of fact constitute
Federal criminal violations (see 18 U.S.C. 1001).
EXHIBIT A
AGREEMENT
Each of the undersigned agree that this Amendment No. 3 to Schedule 13G
dated February 10, 2017 relating to the Common Stock, $1.00 Par Value of
IntriCon Corporation shall be filed on its (or his) behalf pursuant to and in
accordance with the provisions of Rule 13d-1(K) under the Securities Exchange
Act of 1934, as amended.
Corrib Master Fund, Ltd.
By: /s/ Kevin M. Cavanaugh
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Name: Kevin M. Cavanaugh
Title: Director
Corrib Capital Management, L.P.
By: Corrib Capital Advisors LLC, its general partner
By:/s/ Kevin M. Cavanaugh
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Name: Kevin M. Cavanaugh
Kevin M. Cavanaugh
By: /s/ Kevin M. Cavanaugh
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Kevin M. Cavanaugh