CAMBRIDGE (CBS) — A Level 3 sex offender who is charged with kidnapping two girls appeared before a judge Tuesday. Fifty-two-year-old Lionel Ivan Braithwaite Jr. pleaded not guilty at his arraignment in Cambridge District Court and will be held without bail.

Prosecutors said Braithwaite threatened to kill the two 12-year-old girls saying, “I don’t want to hurt you but if you run, I’ll shoot you.”

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Braithwaite, who is homeless, was arrested Saturday after police released surveillance footage of the incident.

Lionel Ivan Brathwaite Jr. (Courtesy photo)

According to court documents, he approached the girls and asked where Magazine Street was. As one responded, they noticed an unidentifiable black object in the man’s hand and he threatened to shoot them. He took the girls’ arms and walked with them, repeating the threats.

Braithwaite then stopped to turn down an alley and the girls said they would not follow because they were scared and wanted to go home. “‘Okay, I’m sorry, I just got out of prison, I was in prison for twenty years, I just wanted to talk,'” Braithwaite said, according to court documents. “‘I’m sorry, please don’t tell anyone, don’t tell your parents.'”

The girls then walked off and started to run when they felt they were far enough away.

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A probation officer told the court Braithwaite has a nine-page criminal record in Mass., which included 22 convictions. He also has a criminal record three pages long in Virginia.

Braithwaite’s attorney told the court that there were “identification issues” and Braithwaite denied the girls’ claims.

One of the girls picked his face out of a photo line-up but “the other alleged victim did not identify my client. They both described a significant detailed feature of my client’s face that does not appear consistent with the way my client looks today,” said defense attorney Sean Delaney.

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A dangerousness hearing has been scheduled for March 1.