-----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, LJH1/FvppG86TTu5V9YOmoatXXfDJb/SclfIbfkpiR2g4nkKpxuohVskHaFdbRKL wywSI+ANRTIiMm84BqxPYg== 0000890163-06-000426.txt : 20060630 0000890163-06-000426.hdr.sgml : 20060630 20060629192650 ACCESSION NUMBER: 0000890163-06-000426 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20060630 DATE AS OF CHANGE: 20060629 GROUP MEMBERS: PIKE CAPITAL PARTNERS (QP), LP GROUP MEMBERS: PIKE CAPITAL PARTNERS, LP FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PIKE CAPITAL PARTNERS L P CENTRAL INDEX KEY: 0001220289 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 7 VIEW ST CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-861-1129 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QSGI INC. CENTRAL INDEX KEY: 0000027960 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 132599131 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-77943 FILM NUMBER: 06935312 BUSINESS ADDRESS: STREET 1: 70 LAKE DRIVE STREET 2: - CITY: HIGHTSTOWN STATE: NJ ZIP: 08520 BUSINESS PHONE: 609-426-4666 MAIL ADDRESS: STREET 1: 70 LAKE DRIVE STREET 2: - CITY: HIGHTSTOWN STATE: NJ ZIP: 08520 FORMER COMPANY: FORMER CONFORMED NAME: WINDSORTECH INC DATE OF NAME CHANGE: 20020205 FORMER COMPANY: FORMER CONFORMED NAME: DELTA STATES OIL INC DATE OF NAME CHANGE: 19941019 FORMER COMPANY: FORMER CONFORMED NAME: AUTOMATED DATA SCIENCES INC DATE OF NAME CHANGE: 19740221 SC 13G 1 s11-6430_13g.txt SC 13G UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0145 WASHINGTON, D.C. 20549 Expires: December 31, 2005 SCHEDULE 13G Estimated average (RULE 13D-102) burden hours per response - 11 INFORMATION STATEMENT PURSUANT TO RULES 13D-1 AND 13D-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* WINDSORTECH, INC. (N/K/A QSGI, INC) (Name of Issuer) COMMON STOCK (Title of Class of Securities) 97380P100 (CUSIP Number) JUNE 27, 2006 (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 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. 97380P100 1. NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Pike Capital Partners, LP 16-1619246 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A) [ ] (B) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER SHARES 0 BENEFICIALLY OWNED BY 6. SHARED VOTING POWER EACH 5,555,972 REPORTING PERSON WITH 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 5,555,972 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,555,972 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 16.9% 12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO (limited partnership) 2 CUSIP NO. 97380P100 1. NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Pike Capital Partners (QP, LP 20-3549762 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A) [ ] (B) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5. SOLE VOTING POWER SHARES 0 BENEFICIALLY OWNED BY 6. SHARED VOTING POWER EACH 5,555,972 REPORTING PERSON WITH 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 5,555,972 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,555,972 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 16.9% 12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO (limited partnership) 3 ITEM 1. (A) NAME OF ISSUER QSGI, INC. (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES 70 Lake Drive, Highstown, NJ 08520 ITEM 2. (A) NAME OF PERSON FILING Pike Capital Partners, L.P. and Pike Capital Partners (QP), LP (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE Both entities have an address at 275 Madison Avenue, Suite 418, New York, NY 10016 (C) CITIZENSHIP Both entities were formed under the laws of the State of Delaware (D) TITLE OF CLASS OF SECURITIES Common Stock (E) CUSIP NUMBER 97380P100 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.SS.240.13D-1(B) OR 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A: Not applicable 4 ITEM 4. OWNERSHIP PROVIDE THE FOLLOWING INFORMATION REGARDING THE AGGREGATE NUMBER AND PERCENTAGE OF THE CLASS OF SECURITIES OF THE ISSUER IDENTIFIED IN ITEM 1. Pike Capital Partners, LP Pike Capital Partners (QP), LP (A) AMOUNT BENEFICIALLY OWNED: 5,555,972 (B) PERCENT OF CLASS: 16.9% (C) NUMBER OF SHARES AS TO WHICH THE PERSON HAS: (I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE: 0 (II) SHARED POWER TO VOTE OR TO DIRECT THE VOTE: 5,555,972 (III) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF: 0 (IV) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF: 5,555,972 ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this Statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ] 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 OR CONTROL PERSON 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 I certify that, to the best of my 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. 5 SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated this 29th day of June, 2006 PIKE CAPITAL PARTNERS (QP), LP By: Pike Capital Management LLC, its General Partner By: /s/ Daniel W. Pike ------------------------------------- Daniel W. Pike, Managing Member PIKE CAPITAL PARTNERS, LP By: Pike Capital Management LLC, its General Partner By: /s/ Daniel W. Pike ------------------------------------- Daniel W. Pike, Managing Member 6 EXHIBIT INDEX The following exhibits are filed with this report on Schedule 13G: Exhibit A Identification of entities which acquired the shares which are the subject of this report on Schedule 13G Exhibit B Joint Filing Agreement dated June 29, 2006 among Pike Capital Partners (QP), LP and Pike Capital Partners, LP. 7 EX-99 2 s11-6430_ex99a.txt EX-99A Exhibit A Identification of entities which acquired the shares which are the subject of this report on Schedule 13G. (1) Pike Capital Partners (QP), LP, a private investment partnership formed under the laws of State of Delaware. Pike Capital Management LLC is the General Partner of Pike Capital Partners (QP), LP. Mr. Daniel W. Pike is the Managing Member of Pike Capital Management LLC. (2) Pike Capital Partners, LP, a private investment partnership formed under the laws of State of Delaware. Pike Capital Management LLC is the General Partner of Pike Capital Partners, LP. Mr. Daniel W. Pike is the Managing Member of Pike Capital Management LLC. EX-99 3 s11-6430_ex99b.txt EX-99B JOINT FILING AGREEMENT This Agreement is filed as an exhibit to Schedule 13G being filed by Pike Capital Partners (QP), LP and Pike Capital Partners, LP in compliance with Rule 13d-1(k) of the Securities and Exchange Commission, which requires an agreement in writing indicating that the Schedule 13G to which this Agreement is attached is filed on behalf of the below-named entities, that they are each responsible for the timely filing of the Schedule 13G and any amendments thereto and for the completeness and accuracy of the information concerning such persons contained therein. This Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. Dated this 29th day of June, 2006 PIKE CAPITAL PARTNERS (QP), LP By: Pike Capital Management LLC, its Gneral Partner By: /s/ Daniel W. Pike ------------------------------------- Daniel W. Pike, Managing Member PIKE CAPITAL PARTNERS, LP By: Pike Capital Management LLC, its General Partner By: /s/ Daniel W. Pike ------------------------------------- Daniel W. Pike, Managing Member -----END PRIVACY-ENHANCED MESSAGE-----