-----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, V/rGgJ9Dj4bKIlMPyfoZyFLklQDVzIvzPa9X+IwMggY39X+yYTUexa9hvpm1TJg2 mfyqcCpAQtmNKmQlnNDTcA== 0000899140-09-001484.txt : 20090810 0000899140-09-001484.hdr.sgml : 20090810 20090810171721 ACCESSION NUMBER: 0000899140-09-001484 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20090810 DATE AS OF CHANGE: 20090810 GROUP MEMBERS: BEDFORD OAK ADVISORS, LLC GROUP MEMBERS: HARVEY P. EISEN FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BEDFORD OAK PARTNERS LP CENTRAL INDEX KEY: 0001066753 IRS NUMBER: 061504646 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 100 SOUTH BEDFORD ROAD CITY: MT KISCO STATE: NY ZIP: 10549 BUSINESS PHONE: 9142425725 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KATY INDUSTRIES INC CENTRAL INDEX KEY: 0000054681 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 751277589 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-31696 FILM NUMBER: 091000951 BUSINESS ADDRESS: STREET 1: 305 ROCK INDUSTRIAL PARK DRIVE CITY: BRIDGETON STATE: MO ZIP: 63044 BUSINESS PHONE: 3146564321 MAIL ADDRESS: STREET 1: 305 ROCK INDUSTRIAL PARK DRIVE CITY: BRIDGETON STATE: MO ZIP: 63044 SC 13G 1 b5070451a.htm INITIAL FILING

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. __)*

 

Katy Industries, Inc.

(Name of Issuer)

 

Common Stock, $1.00 Par Value Per Share

(Title of Class of Securities)

 

486026107

(CUSIP Number)

 

 

July 31, 2008

(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 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).

 

 


 

CUSIP No.486026107

13G

Page 2 of 8 Pages

1

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Bedford Oak Partners, L.P. 06-1504646

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)   [    ]

(b)   [ X ]

 

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

 

0

6

SHARED VOTING POWER

 

567,750 (see Item 4)

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

567,750 (see Item 4)

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

567,750 (see Item 4)

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

[     ]

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

7.1% (see Item 4)

12

TYPE OF REPORTING PERSON*

 

00

 


 

CUSIP No.486026107

13G

Page 3 of 8 Pages

1

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Bedford Oak Advisors, LLC 13-4007124

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)   [    ]

(b)   [ X ]

 

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

 

0

6

SHARED VOTING POWER

 

598,485 (see Item 4)

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

598,485 (see Item 4)

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

598,485 (see Item 4)

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

[    ]

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

7.5% (see Item 4)

12

TYPE OF REPORTING PERSON*

 

00

 


 

CUSIP No.486026107

 

Page 4 of8 Pages

1

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Harvey P. Eisen

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)   [    ]

(b)   [ X ]

 

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

 

0

6

SHARED VOTING POWER

 

598,485 (see Item 4)

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

598,485 (see Item 4)

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

598,485 (see Item 4)

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

[    ]

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

7.5% (see Item 4)

12

TYPE OF REPORTING PERSON*

 

IN

*SEE INSTRUCTION BEFORE FILLING OUT

 


Item 1(a)        Name of Issuer:

 

 

Katy Industries, Inc. (“the Company”)

 

Item 1(b)

Address of Issuer's Principal Executive Offices:

 

 

305 Rock Industrial Park Drive

 

Bridgeton, Missouri 63044

 

Items 2(a) and 2(b)

Name of Person Filing and Business Office:

 

This statement is filed by: (i) Bedford Oak Partners, L.P. (“BOP”), (ii) Bedford Oak Advisors, LLC (“BOA”) and (iii) Harvey P. Eisen, in his capacity as managing member of BOA. The principal business address of each reporting person is 100 South Bedford Road, Mt. Kisco, New York, 10549.

 

Item 2(c)

Citizenship:

 

BOP is a Delaware limited partnership.

BOA is a Delaware limited liability company.

Mr. Eisen is a United States citizen.

 

Item 2(d)

Title of Class of Securities:

 

Common Stock, par value $1.00 per share (“Common Stock”)

 

Item 2(e)

CUSIP Number:

 

 

486026107

 

Item 3

Not Applicable

 

 

Item 4

Ownership:

 

The percentages used herein are calculated based upon the shares of Common Stock issued and outstanding as of April 30, 2009 as reported on the Form 10-Q of the Company filed with the Securities and Exchange Commission by the Company on May 14, 2009.

 

As of the close of business on August 7, 2009:

 

1. Bedford Oak Partners, L.P.

(a) Amount beneficially owned: -567,750-

(b) Percent of class: 7.1%

(c)(i) Sole power to vote or direct the vote: -0-

(ii) Shared power to vote or direct the vote: -567,750-

(iii) Sole power to dispose or direct the disposition: -0-

(iv) Shared power to dispose or direct the disposition: -567,750-

 


2. Bedford Oak Advisors, LLC

(a) Amount beneficially owned: -598,485-

(b) Percent of class: 7.5%

(c)(i) Sole power to vote or direct the vote: -0-

(ii) Shared power to vote or direct the vote: -598,485-

(iii) Sole power to dispose or direct the disposition: -0-

(iv) Shared power to dispose or direct the disposition: -598,485-

 

3. Harvey P. Eisen

(a) Amount beneficially owned: -598,485-

(b) Percent of class: 7.5%

(c)(i) Sole power to vote or direct the vote: -0-

(ii) Shared power to vote or direct the vote: -598,485-

(iii) Sole power to dispose or direct the disposition: -0-

(iv) Shared power to dispose or direct the disposition: -598,485-

 

BOA controls 598,485 shares of Common Stock in its capacity as the investment manager of Bedford Oak Partners, L.P. and Bedford Oak Capital, L.P., which entities own 567,750 and 30,735 shares of Common Stock, respectively. Harvey P. Eisen controls 598,485 shares of Common Stock in his capacity as the managing member of BOA.

 

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 the signatory certifies that, to the best of his 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.          


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: August 10, 2009

 

 

BEDFORD OAK PARTNERS, L.P.

 

By: Bedford Oak Management, LLC, its

 

General Partner

 

 

By:

/s/ Harvey P. Eisen                               

Name: Harvey P. Eisen

Title: Chairman and Managing Member

 

BEDFORD OAK ADVISORS, LLC

 

By:

/s/ Harvey P. Eisen                               

Name: Harvey P. Eisen

Title: Chairman and Managing Member

 

HARVEY P. EISEN

 

/s/ Harvey P. Eisen                           

 


EXHIBIT INDEX

 

Exhibit 1:

Joint Filing Agreement, dated August 10, 2009, by and among Bedford Oak Partners, L.P., Bedford Oak Advisors, LLC and Harvey P. Eisen.

 

 

 

 

EX-1 3 b5070451b.htm JOINT FILING AGREEMENT

Exhibit 1

 

JOINT FILING AGREEMENT

PURSUANT TO RULE 13d-1(k)(1)

 

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.

 

Dated: August 10, 2009

 

BEDFORD OAK PARTNERS, L.P.

 

By: Bedford Oak Management, LLC, its

 

General Partner

 

By:   /s/ Harvey P. Eisen
Name: Harvey P. Eisen
Title: Chairman and Managing Member

 

BEDFORD OAK ADVISORS, LLC

By:   /s/ Harvey P. Eisen
Name: Harvey P. Eisen
Title: Chairman and Managing Member

 

HARVEY P. EISEN

 

/s/ Harvey P. Eisen                                     

 

 

 

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