-----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, MLhtjiJJCQ/1fytf0K9xUXYeKiFgeKbAMa3rL75GECG8YgryK9cnwfrK0KPvBaX3 qDgnkKL/Pu0QELInJzcTOQ== 0001144204-05-032549.txt : 20051025 0001144204-05-032549.hdr.sgml : 20051025 20051025105007 ACCESSION NUMBER: 0001144204-05-032549 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20051025 DATE AS OF CHANGE: 20051025 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CYBER MERCHANTS EXCHANGE INC CENTRAL INDEX KEY: 0001066961 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 954597370 STATE OF INCORPORATION: CA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81029 FILM NUMBER: 051153531 BUSINESS ADDRESS: STREET 1: 600 S LAKE AVE STREET 2: STE 405 CITY: PASADENA STATE: CA ZIP: 91106 BUSINESS PHONE: 6267935000 FORMER COMPANY: FORMER CONFORMED NAME: WORLD WIDE MAGIC NET INC DATE OF NAME CHANGE: 19980727 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KI EQUITY PARTNERS II LLC CENTRAL INDEX KEY: 0001340755 IRS NUMBER: 870740285 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 5251 DTC PARKWAY STREET 2: SUITE 1090 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: 720 889 0131 MAIL ADDRESS: STREET 1: 5251 DTC PARKWAY STREET 2: SUITE 1090 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 SC 13D/A 1 v027682_sc13da.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D AMENDMENT NO. 2 The Securities Exchange Act of 1934 CYBER MERCHANTS EXCHANGE, INC. ------------------------------ (Name of Issuer) Common Stock, No Par Value -------------------------- (Title Class of Securities) 23244R 20 7 ----------- (CUSIP Number) KI Equity Partners II, LLC 5251 DTC Parkway, Suite 1090 Greenwood Village, CO 80111 (720) 889-0131 -------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 24, 2005 ---------------- (Date of Event Which Requires Filing of This Statement) (1) Name of Reporting Person / I.R.S. Identification Number KI Equity Partners II, LLC/87-0740285 (2) Check the appropriate box if may be deemed member of a group (a) N/A (b) Reporting Person disclaims being member of a group relating to Issuer (3) SEC use only .................................................... (4) Source of funds (see instructions)............................... WC (5) Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)............................................ N/A (6) Citizenship or place of organization ............................ Delaware Number of shares beneficially owned by Reporting Person with: (7) Sole voting power ............................................... 8,604,160 (see Item 4)* (8) Shared voting power ............................................. 0 (9) Sole dispositive power .......................................... 8,604,160 (see Item 4)* (10) Shared dispositive power ........................................ 0 (11) Aggregate amount beneficially owned by Reporting Person.......... 8,604,160 (see Item 4)* (12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions)........................................ N/A (13) Percent of class represented by amount in Row (11)............... 85.03% (see Item 5)* (14) Type of reporting person (see instructions)...................... OO - Limited Liability Company
* This Amendment relates to the 500,000 shares of Common Stock of the Issuer acquired by the Reporting Entity since the original Schedule 13D reporting the acquisition of 7,104,160 shares of Common Stock was filed September 30, 2005 and the first amended Schedule 13D reporting the acquisition of 1,000,000 shares of Common Stock was filed on October 6, 2005: 7,104,160 + 1,000,000 + 500,000 = 8,604,160 shares of Common Stock (or 85.03% of that class of securities of the Issuer). See Items 3, 4 and 5 following. Item 1. Security and Issuer. - ---------------------------- (a) Title of Class: Common Stock (b) Name and Address of Issuer: Cyber Merchants Exchange, Inc. 936A Beachland Boulevard, Suite 13 Vero Beach, Florida 32963 (c) Trading Symbol: CMXG Item 2. Identity and Background of the Reporting Entity. - -------------------------------------------------------- (a) Name: KI Equity Partners II, LLC (b) Business Address: 5251 DTC Parkway, Suite 1090 Greenwood Village, CO 80111 (c) Occupation: Institutional Investor (d) Conviction: N/A (e) Civil Proceedings: N/A (f) State of Incorporation: Delaware Item 3. Source and Amount of Funds or Other Consideration. - ---------------------------------------------------------- The Reporting Entity, on September 30, 2005 acquired 7,104,160 shares of the Issuer's Common Stock ("Shares") from the Issuer in exchange for a purchase price of $415,000. On October 5, 2005, the Reporting Entity acquired 1,000,000 shares of the Issuer's Common Stock from the Issuer for a purchase price of $50,000. The funds used for both of these purchases have been provided from the Reporting Entity's working capital. On October 24, 2005, the Reporting Entity acquired 500,000 shares of the Issuer's Common Stock from the Issuer for a purchase price of $25,000. The funds used for these purchases have been provided from the Reporting Entity's working capital. * This Amendment relates to the 500,000 shares of Common Stock of the Issuer acquired by the Reporting Entity since the original Schedule 13D reporting the acquisition of 7,104,160 shares of Common Stock was filed September 30, 2005 and the first amended Schedule 13D reporting the acquisition of 1,000,000 shares of Common Stock was filed on October 6, 2005: 7,104,160 + 1,000,000 + 500,000 = 8,604,160 shares of Common Stock (or 85.03% of that class of securities of the Issuer). Item 4. Purpose of Transaction. Reporting Person is making these purchases of Issuer's Common Shares for investment purposes only. The Reporting Person is not a member of a group relating to the Issuer. Other than as described in this Schedule 13D, the Reporting Person is not aware of any plans or proposals which would result in the acquisition by any person of additional securities of Issuer or the disposition of securities of the Issuer; any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; any change in the present board of directors or management of the Issuer, including any place or proposals to change the number or term of directors or to fill any existing vacancies on the Issuer's Board; any material change in the present capitalization or dividend policy of the Issuer; any other material change in the Issuer's business or corporate structure; any changes in Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; causing a class of securities of the Issuer to be delisted from national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to section 12(g)(4) of the Act; or any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer. - --------------------------------------------- (a) Aggregate Number and %: 8,6 04,160 Common Shares representing 85.03% of the total 10,119,040 outstanding Common Shares of the Issuer. (b) Power to Vote or Dispose of Issuer's Shares: 8,604,160 Common Shares, power over which to vote or dispose of resides with the Reporting Person. (c) Transactions Within Prior 60 Days: No transactions have been effected between the Issuer and the Reporting Person beyond those described in Items 3 and 4 specifically and this Schedule 13D generally. Information contained in Items 3 and 4 above is hereby incorporated by reference. * This Amendment relates to the 500,000 shares of Common Stock of the Issuer acquired by the Reporting Entity since the original Schedule 13D reporting the acquisition of 7,104,160 shares of Common Stock was filed September 30, 2005 and the first amended Schedule 13D reporting the acquisition of 1,000,000 shares of Common Stock was filed on October 6, 2005: 7,104,160 + 1,000,000 + 500,000 = 8,604,160 shares of Common Stock (or 85.03% of that class of securities of the Issuer). Item 6. Contracts, Arrangements, Understanding or Relationships With Respect to Securities of the Issuer. - -------------------------------------------------------------------------------- Other than the foregoing, there are no contracts, arrangements, understandings or relationships not described herein. Item 7. Material to be Filed as Exhibits. - ----------------------------------------- None Signature After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies he is Timothy J. Keating, the duly authorized and acting manager of the Reporting Person, and that the information set forth in this Schedule 13D is true, complete and correct. Dated: October 25, 2005 /s/ Timothy J. Keating ---------------------- Timothy J. Keating Manager -----END PRIVACY-ENHANCED MESSAGE-----