-----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, NJcjbSMak9Cq9VADT7R4Gh+HpZpR4mGw1NnHoc/n/Y71HEwXumCWWHLFwfgeoj5F /Qv5aoU80v/OjC7Ta57v9g== 0000950137-08-006116.txt : 20080428 0000950137-08-006116.hdr.sgml : 20080428 20080428093552 ACCESSION NUMBER: 0000950137-08-006116 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080428 DATE AS OF CHANGE: 20080428 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: India Globalization Capital, Inc. CENTRAL INDEX KEY: 0001326205 STANDARD INDUSTRIAL CLASSIFICATION: HEAVY CONSTRUCTION OTHER THAN BUILDING CONST - CONTRACTORS [1600] IRS NUMBER: 202760393 STATE OF INCORPORATION: MD FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-81669 FILM NUMBER: 08779505 BUSINESS ADDRESS: STREET 1: 4336 MONTGOMERY AVENUE CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 301-983-0998 MAIL ADDRESS: STREET 1: 4336 MONTGOMERY AVENUE CITY: BETHESDA STATE: MD ZIP: 20814 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TAYLOR STEPHEN S CENTRAL INDEX KEY: 0001109389 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 3125548300 MAIL ADDRESS: STREET 1: 714 S. DEARBORN CITY: CHICAGO STATE: IL ZIP: 60605 SC 13D 1 c26096sc13d.txt SCHEDULE 13D OMB APPROVAL -------------------------- OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response....14.5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* -------- India Globalization Capital, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.0001 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 45408X100 - -------------------------------------------------------------------------------- (CUSIP Number) Lois R. Solomon, Esq. 500 Skokie Blvd., Suite 350 Northbrook, IL 60062 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 17, 2008 - -------------------------------------------------------------------------------- (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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ] 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 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 ("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). PERSONS WHO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. CUSIP No. 45408X100 Page 2 of 6 - -------------------------------------------------------------------------------- 1. Names Of Reporting Persons. I.R.S. Identification Nos. of Above Persons (Entities Only). Stephen S. Taylor, Jr. - -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3. SEC Use Only - -------------------------------------------------------------------------------- 4. Source of Funds (See Instructions) PF - -------------------------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) OR 2(e) [ ] - -------------------------------------------------------------------------------- 6. Citizenship or Place of Organization United States - -------------------------------------------------------------------------------- 7. Sole Voting Power Number of 15,000 shares of Common Stock Warrants to purchase 651,525 shares of Common Stock Shares ----------------------------------------------------------------- 8. Shared Voting Power Beneficially 0 Owned by Each ----------------------------------------------------------------- 9. Sole Dispositive Power Reporting 15,000 shares of Common Stock Warrants to purchase 651,525 shares of Common Stock Person ----------------------------------------------------------------- 10. Shared Dispositive Power With 0 - -------------------------------------------------------------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 15,000 shares of Common Stock Warrants to purchase 651,525 shares of Common Stock - -------------------------------------------------------------------------------- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ] - -------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11) 7.23% - -------------------------------------------------------------------------------- 14. Type of Reporting Person (See Instructions) IN - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- CUSIP No. 45408X100 Page 3 of 6 - -------------------------------------------------------------------------------- Item 1. Security and Issuer This statement on Schedule 13D relates to the Common Stock, $0.0001 par value per share, of India Globalization Capital, Inc., a Maryland corporation (the "Issuer"), the principal executive offices of which are located at 54336 Montgomery Avenue, Bethesda, MD 20814. Item 2. Identity and Background (a) Name: Stephen S. Taylor, Jr. (b) Business Address: 1376 N. Doheny Drive, Los Angeles, CA 90069 (c) Present Principal Occupation: Private investor. (d) Mr. Taylor has not, during the last five (5) years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five (5) years, Mr. Taylor was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was not or is not subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Citizenship: United States Item 3. Source and Amount of Funds or Other Consideration. Mr. Taylor acquired 15,000 shares of Common Stock and Warrants to purchase 651,525 shares of Common Stock of the Issuer for total consideration of $502,740.40. The source of the funds was his personal resources. Item 4. Purpose and Transaction Mr. Taylor may, from time to time, purchase additional shares of the Issuer or sell shares of the Issuer depending on various factors including market price and availability of shares. Subject to the foregoing and the last sentence under this Item. Mr. Taylor states that he purchased shares of the Issuer for investment. Mr. Taylor considers the securities substantially undervalued. Mr. Taylor may hold general discussions with management and/or other shareholders. Mr. Taylor has no plans or proposals which relate to or which would result in: a. The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer; b. An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries; c. A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries; d. Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; e. Any material change in the present capitalization or dividend policy of the issuer; CUSIP No. 45408X100 Page 4 of 6 - -------------------------------------------------------------------------------- f. Any other material change in the issuer's business or corporate structure, including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940; g. Changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person; h. Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; i. A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or j. Any action similar to any of those enumerated above. Mr. Taylor intends continually to review his investment in the securities of the Issuer and, based on such review and the circumstances, may form a plan or proposal which could relate to or result in one of the actions enumerated in paragraphs (a) through (j) above. Item 5. Interest in Securities of the Issuer. (a) Stephen S. Taylor, Jr. has beneficial and legal ownership of 15,000 shares of Common Stock and Warrants to purchase 651,525 shares of Common Stock of the Issuer, of which 363,135 of the Warrants to purchase shares of Common Stock are held in an individual retirement account for his benefit. Accordingly, Mr. Taylor may be deemed to own beneficially a total of 15,000 shares of Common Stock and Warrants to purchase 651,525 shares of Common Stock of the Issuer, constituting 7.23% of the Issuer's shares of common stock outstanding as of March 10, 2008. (b) Stephen S. Taylor, Jr. has the sole power to vote and to dispose or direct the disposition of 15,000 shares of Common Stock and Warrants to purchase 651,525 shares of Common Stock of the Issuer. CUSIP No. 45408X100 Page 5 of 6 - -------------------------------------------------------------------------------- (c) Mr. Taylor made the following purchases and sales of the Issuer's Common Stock and Warrants to purchase Common Stock of the Issuer on the open market since March 7, 2008 (the asterisks designate Warrants purchased in Mr. Taylor's Individual Retirement Account):
Date of Transaction Buy/Sell Common or Warrant Quantity Price Total 3/7/2008 Buy Common 5000 3.9982 19991 3/7/2008 Buy Common 12000 4.2855 51426 3/11/2008 Buy Common 5000 3.6726 18363 3/12/2008 Buy Common 5000 3.65 18250 3/13/2008 Buy Common 5000 4.2629 21314.5 3/17/2008 Sell Common 2000 3.95 7900 3/17/2008 Sell Common 2000 3.95 7900 3/17/2008 Sell Common 2000 3.95 7900 3/28/2008 Sell Common 3000 4.3001 12900.3 3/31/2008 Sell Common 2000 4.45 8900 3/31/2008 Sell Common 3000 4.37 13110 4/9/2008 Sell Common 100 4.81 481 4/9/2008 Sell Common 1500 4.76 7140 4/10/2008 Sell Common 700 4.72001 3304.007 4/10/2008 Sell Common 700 4.78 3346 3/11/2008 Buy* Warrant 1600 0.48 768 3/12/2008 Buy* Warrant 77035 0.496 38209.36 3/13/2008 Buy* Warrant 28500 0.6459 18408.15 3/18/2008 Buy* Warrant 40000 0.65 26000 3/19/2008 Buy* Warrant 30000 0.618 18540 4/17/2008 Buy* Warrant 75000 0.77 57750 4/18/2008 Buy* Warrant 15000 0.77 11550 4/22/2008 Buy* Warrant 67500 0.7856 53028 4/22/2008 Buy* Warrant 28500 0.8345 23783.25 3/19/2008 Buy Warrant 20000 0.7856 15712 4/17/2008 Buy Warrant 25000 0.8345 20862.5 4/22/2008 Buy Warrant 9500 0.77 7315 4/22/2008 Buy Warrant 22500 0.618 13905 3/7/2008 Buy Warrant 15000 0.406 6090 3/11/2008 Buy Warrant 10000 0.4648 4648 3/13/2008 Buy Warrant 4000 0.65 2600 3/14/2008 Buy Warrant 10000 0.72 7200 3/14/2008 Buy Warrant 15000 0.7 10500 3/17/2008 Buy Warrant 8000 0.67 5360 3/17/2008 Buy Warrant 12000 0.68 8160 3/18/2008 Buy Warrant 35000 0.67 23450 3/18/2008 Buy Warrant 5000 0.65 3250 3/19/2008 Buy Warrant 25000 0.6 15000 3/20/2008 Buy Warrant 10000 0.6 6000 4/1/2008 Buy Warrant 5000 0.62 3100 4/1/2008 Buy Warrant 125 0.6 75 4/21/2008 Buy Warrant 20000 0.78005 15601 4/21/2008 Buy Warrant 5000 0.77999 3899.95 4/21/2008 Buy Warrant 15000 0.78 11700 4/21/2008 Buy Warrant 10000 0.8 8000 4/21/2008 Buy Warrant 5000 0.8 4000 4/21/2008 Buy Warrant 800 0.8 640 4/22/2008 Buy Warrant 1465 0.8 1172
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. None Item 7. Material to be Filed as Exhibits. None CUSIP No. 45408X100 Page 6 of 6 - -------------------------------------------------------------------------------- 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. 4/28/08 - ------------------------------------------------------------------- Date /s/ Stephen S. Taylor, Jr. - ------------------------------------------------------------------- Signature Stephen S. Taylor, Jr. - ------------------------------------------------------------------- Name/Title 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 this 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. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----