-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U+LU88mnLhKTzhpaHDh+Y4sclPNISDSvoj4b909vbSrudImIooGT+jVPbZVepEiK 4tyaYXCXbwVlpDxJRWSEZA== 0001013594-07-000291.txt : 20070525 0001013594-07-000291.hdr.sgml : 20070525 20070525133625 ACCESSION NUMBER: 0001013594-07-000291 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070525 DATE AS OF CHANGE: 20070525 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Industrial Enterprises of America, Inc. CENTRAL INDEX KEY: 0001059677 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS PRODUCTS OF PETROLEUM & COAL [2990] IRS NUMBER: 133963499 STATE OF INCORPORATION: NV FISCAL YEAR END: 0606 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80377 FILM NUMBER: 07879856 BUSINESS ADDRESS: STREET 1: 711 THIRD AVENUE, SUITE 1505 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 490-3100 MAIL ADDRESS: STREET 1: 711 THIRD AVENUE, SUITE 1505 CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: ADVANCED BIO/CHEM INC DATE OF NAME CHANGE: 20030708 FORMER COMPANY: FORMER CONFORMED NAME: CIRO INTERNATIONAL INC DATE OF NAME CHANGE: 19991229 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Pike Capital Partners, LP CENTRAL INDEX KEY: 0001220289 IRS NUMBER: 161619246 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 275 MADISON AVE STREET 2: SUITE 418 CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212-878-8801 MAIL ADDRESS: STREET 1: 275 MADISON AVE STREET 2: SUITE 418 CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: PIKE CAPITAL PARTNERS L P DATE OF NAME CHANGE: 20030224 SC 13D/A 1 industrial13da-052507.htm MAY 25, 2007

 


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Industrial Enterprises of America, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

456132208

(CUSIP Number)

Eric S. Wagner, Esq.

Kleinberg, Kaplan, Wolff & Cohen, P.C.

551 Fifth Avenue, New York, New York 10176

Tel: (212) 986-6000

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

May 22, 2007

(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 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 13D

CUSIP No 456132208

 

 

 

1

NAME OF REPORTING PERSON

 

Pike Capital Partners, LP

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)  x    (b)  o

3

SEC USE ONLY

4

SOURCE OF FUNDS

 

WC

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)      o

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF SHARES BENEFI-CIALLY OWNED BY EACH REPORT-ING PERSONWITH

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

420,500

9

SOLE DISPOSITIVE POWER

 

0

10

SHARED DISPOSITIVE POWER

 

420,500

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

420,500

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES      o

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

3.2%

14

TYPE OF REPORTING PERSON

 

PN

 

 

 

 



 

 

CUSIP No 456132208

 

 

 

1

NAME OF REPORTING PERSON

 

Pike Capital Partners (QP), LP

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)  x    (b)  o

3

SEC USE ONLY

4

SOURCE OF FUNDS

 

WC

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)      o

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF SHARES BENEFI-CIALLY OWNED BY EACH REPORT-ING PERSONWITH

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

2,779,500

9

SOLE DISPOSITIVE POWER

 

0

10

SHARED DISPOSITIVE POWER

 

2,779,500

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,779,500

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES      o

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

20.9%

14

TYPE OF REPORTING PERSON

 

PN

 

 

 

 



 

 

CUSIP No 456132208

 

 

 

1

NAME OF REPORTING PERSON

 

Pike Capital Management LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)  x    (b)  o

3

SEC USE ONLY

4

SOURCE OF FUNDS

 

AF

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)      o

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF SHARES BENEFI-CIALLY OWNED BY EACH REPORT-ING PERSONWITH

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

3,200,000

9

SOLE DISPOSITIVE POWER

 

0

10

SHARED DISPOSITIVE POWER

 

3,200,000

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,200,000

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES      o

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

24.1%

14

TYPE OF REPORTING PERSON

 

IA

 

 

 

 



 

 

CUSIP No 456132208

 

 

 

1

NAME OF REPORTING PERSON

 

Daniel W. Pike

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                     (a)  x    (b)  o

3

SEC USE ONLY

4

SOURCE OF FUNDS

 

AF

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)      o

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

NUMBER OF SHARES BENEFI-CIALLY OWNED BY EACH REPORT-ING PERSONWITH

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

3,200,000

9

SOLE DISPOSITIVE POWER

 

0

10

SHARED DISPOSITIVE POWER

 

3,200,000

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,200,000

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES      o

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

24.1%

14

TYPE OF REPORTING PERSON

 

IN

 

 

 

 



 

 

Item 1.

Security and Issuer

This statement is filed with respect to the shares of the common stock, having par value $.01 per share, ("Common Stock") of Industrial Enterprises of America, Inc., a Nevada corporation (“Issuer”), beneficially owned by the Reporting Persons (as defined below) as of May 24, 2007 and amends and supplements the Schedule 13D filed on March 23, 2007 (collectively, the "Schedule 13D"). Except as set forth herein, the Schedule 13D is unmodified.

The names of the persons filing this statement on Schedule 13D the “Reporting Persons”) are:

 

 

Pike Capital Partners, LP (the “LP Fund”);

 

 

Pike Capital Partners (QP), LP (the “QP Fund”);

 

 

Pike Capital Management LLC (“Pike Management”); and

 

Daniel W. Pike.

 

Item 3.

Source and Amount of Funds or Other Consideration

The source and amount of funds used by the LP Fund in making its purchases of the shares of Common Stock beneficially owned it by the Reporting Persons are set forth below:

 

SOURCE OF FUNDS

AMOUNT OF FUNDS

Working Capital

$2,221,582

 

The source and amount of funds used by the QP Fund in making its purchases of the shares of Common Stock beneficially owned by it are set forth below:

 

SOURCE OF FUNDS

AMOUNT OF FUNDS

Working Capital

$15,232,509

 

Although the above securities were acquired with working capital, the funds may have also used margin account borrowings made in the ordinary course of business, although neither fund can determine whether any funds allocated to purchase the shares of Common Stock were obtained from any margin account borrowings.

Item 5.

Interest in Securities of the Issuer

(a-b)        Collectively, the Reporting Persons beneficially own 3,200,000 shares of Common Stock representing 24.1% of the outstanding shares of Common Stock.

 

 

I.

LP Fund

 

 

(a)

Amount beneficially owned: 420,500

 

 

(b)

Percent of class: 3.2%

 

 

(c)

Number of Common Shares as to which the LP Fund has:

 

 

(i)

Sole power to vote or direct the vote: 0

 

 

(ii)

Shared power to vote or direct the vote: 420,500 (See Note 1.)

 

 

 



 

 

 

(iii)

Sole power to dispose or direct the disposition: 0

 

 

(iv)

Shared power to dispose or direct the disposition: 420,500 (See Note 1.)

 

 

II.

QP Fund

 

 

(a)

Amount beneficially owned: 2,779,500

 

 

(b)

Percent of class: 20.9%

 

 

(c)

Number of Common Shares as to which the QP Fund has:

 

 

(i)

Sole power to vote or direct the vote: 0

 

 

(ii)

Shared power to vote or direct the vote: 2,779,500 (See Note 1.)

 

 

(iii)

Sole power to dispose or direct the disposition: 0

 

 

(iv)

Shared power to dispose or direct the disposition: 2,779,500 (See Note 1.)

As the general partner of the LP Fund and QP Fund, Pike Management may be deemed to beneficially own the shares of Common Stock owned by them. As the controlling person of Pike Management, Daniel W. Pike may be deemed to beneficially own the shares of Common Stock beneficially owned by Pike Management.

Note 1: Each of the LP Fund and QP Fund may be deemed to have shared power to vote or to direct the vote and shared power to dispose or to direct the disposition of the shares of Common Stock reported in this Schedule 13D with Pike Management and Daniel W. Pike

(c). A list of the transactions in the Issuer’s Common Stock that were effected by the Reporting Persons during the past sixty days is attached as Appendix I. No other transactions with respect to the Common Stock that are required to be reported on Schedule 13D were effected by any of the Reporting Persons during the past sixty (60) days. All of the transactions listed on Appendix I were effected on the open market.

(d). N/A

(e). N/A

 

Item 7.

Material to Be Filed as Exhibits

The following documents are filed as exhibits:

Appendix I: List of the transactions in the Issuer’s Common Stock that were effected by the Reporting Persons during the past sixty days.

Appendix II: Joint Filing Agreement (previously filed)

 

 

 



 

 

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.

 

Dated:  

May 25, 2007

 

PIKE CAPITAL PARTNERS, LP

By:  Pike Capital Management LLC,

as General Partner

 

 

 

By:

/s/  Daniel W. Pike

 

Daniel W. Pike, Managing Member

 

 

 

 

PIKE CAPITAL PARTNERS (QP), LP

By:  Pike Capital Management LLC,

as General Partner

 

 

By:

/s/  Daniel W. Pike

 

Daniel W. Pike, Managing Member

 

 

 

 

PIKE CAPITAL MANAGEMENT LLC

 

 

By:

/s/  Daniel W. Pike

 

Daniel W. Pike, Managing Member

 

 

 

 

/s/  Daniel W. Pike

 

Daniel W. Pike

 

 

 

 

 

 

 

 

 



 

 

APPENDIX I

TRANSACTIONS EFFECTED DURING THE PAST SIXTY DAYS

The following transactions were effected by the LP Fund during the past sixty (60) days on the open market:

 

 

 

Date

 

 

Security

Approx. Price per

Share (excl. of.

Commissions)

 

Amount of Shs.

Bought (Sold)

5/22/07

Common

$4.6000

5,248

5/22/07

Common

$4.6100

1,152

5/22/07

Common

$4.5700

816

5/22/07

Common

$4.5500

800

5/22/07

Common

$4.5900

832

5/22/07

Common

$4.6400

800

5/22/07

Common

$4.6500

3,408

5/22/07

Common

$4.6300

32

5/22/07

Common

$4.6800

32

5/22/07

Common

$4.7000

480

5/22/07

Common

$4.6900

800

5/22/07

Common

$4.7300

112

5/22/07

Common

$4.7700

160

5/22/07

Common

$4.8000

2,773

5/22/07

Common

$4.8200

112

5/22/07

Common

$4.8700

48

5/22/07

Common

$4.8100

64

5/22/07

Common

$4.9000

2,720

5/22/07

Common

$4.8900

35

5/22/07

Common

$4.9400

801

5/22/07

Common

$4.9500

800

5/22/07

Common

$4.9600

1,088

5/22/07

Common

$5.0000

3,216

5/22/07

Common

$4.9900

1,600

5/22/07

Common

$4.9800

80

5/22/07

Common

$5.0300

582

5/22/07

Common

$5.0400

576

5/22/07

Common

$5.0500

2,832

5/22/07

Common

$5.0900

1,312

5/22/07

Common

$5.1000

848

5/22/07

Common

$5.1300

2,128

5/22/07

Common

$5.1500

17,808

5/22/07

Common

$5.1900

160

5/22/07

Common

$5.2400

16

5/22/07

Common

$5.2500

684

5/22/07

Common

$5.2800

480

5/22/07

Common

$5.2900

16

 

 

 



 

 

 

5/22/07

Common

$5.3000

1,616

5/22/07

Common

$5.2000

100

5/22/07

Common

$5.1100

1,437

5/22/07

Common

$5.1200

2,624

5/23/07

Common

$5.0000

1,165

5/23/07

Common

$5.0300

2,911

5/23/07

Common

$5.0400

1,165

5/23/07

Common

$5.0500

1,165

5/23/07

Common

$5.1300

2,911

5/23/07

Common

$5.1500

582

5/23/07

Common

$5.1900

582

5/23/07

Common

$5.1100

2,329

5/23/07

Common

$5.1200

2,329

5/23/07

Common

$5.0100

1,165

5/23/07

Common

$5.0200

1,165

5/23/07

Common

$5.0600

1,165

5/23/07

Common

$5.1400

1,747

5/23/07

Common

$5.1600

582

5/23/07

Common

$5.1700

582

5/23/07

Common

$5.1800

1,747

 

 

 

 



 

 

The following transactions were effected by the QP Fund during the past sixty (60) days on the open market:

 

 

 

Date

 

 

Security

Approx. Price per

Share (excl. of.

Commissions)

 

Amount of Shs.

Bought (Sold)

 

 

 

 

5/22/07

Common

$4.6000

27,552

5/22/07

Common

$4.6100

6,048

5/22/07

Common

$4.5700

4,284

5/22/07

Common

$4.5500

4,200

5/22/07

Common

$4.5900

4,368

5/22/07

Common

$4.6400

4,200

5/22/07

Common

$4.6500

17,892

5/22/07

Common

$4.6300

168

5/22/07

Common

$4.6800

168

5/22/07

Common

$4.7000

2,520

5/22/07

Common

$4.6900

4,200

5/22/07

Common

$4.7300

588

5/22/07

Common

$4.7700

840

5/22/07

Common

$4.8000

14,559

5/22/07

Common

$4.8200

588

5/22/07

Common

$4.8700

252

5/22/07

Common

$4.8100

336

5/22/07

Common

$4.9000

14,280

5/22/07

Common

$4.8900

185

5/22/07

Common

$4.9400

4,208

5/22/07

Common

$4.9500

4,200

5/22/07

Common

$4.9600

5,712

5/22/07

Common

$5.0000

16,884

 

 

 



 

 

 

5/22/07

Common

$4.9900

8,400

5/22/07

Common

$4.9800

420

5/22/07

Common

$5.0300

3,056

5/22/07

Common

$5.0400

3,024

5/22/07

Common

$5.0500

14,869

5/22/07

Common

$5.0900

6,888

5/22/07

Common

$5.1000

4,452

5/22/07

Common

$5.1300

11,172

5/22/07

Common

$5.1500

93,492

5/22/07

Common

$5.1900

840

5/22/07

Common

$5.2400

84

5/22/07

Common

$5.2500

3,588

5/22/07

Common

$5.2800

2,520

5/22/07

Common

$5.2900

84

5/22/07

Common

$5.3000

8,484

5/22/07

Common

$5.2000

528

5/22/07

Common

$5.1100

7,543

5/22/07

Common

$5.1200

13,776

5/23/07

Common

$5.0000

8,835

5/23/07

Common

$5.0300

22,089

5/23/07

Common

$5.0400

8,835

5/23/07

Common

$5.0500

8,835

5/23/07

Common

$5.1300

22,089

5/23/07

Common

$5.1500

4,418

5/23/07

Common

$5.1900

4,418

5/23/07

Common

$5.1100

17,671

5/23/07

Common

$5.1200

17,671

5/23/07

Common

$5.0100

8,835

5/23/07

Common

$5.0200

8,835

5/23/07

Common

$5.0600

8,835

5/23/07

Common

$5.1400

13,253

5/23/07

Common

$5.1600

4,418

5/23/07

Common

$5.1700

4,418

5/23/07

Common

$5.1800

13,253

 

 

 

 

 

 

 

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