-----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, R5qSXIzYiDNtURinW/U4MtzAIjoCu7s59T3zCS5pXJXeTUXyku3cOe65Diiu+8m6 YM7Y4PaycyvwQscDPs9KmA== 0000950123-00-000387.txt : 20000202 0000950123-00-000387.hdr.sgml : 20000202 ACCESSION NUMBER: 0000950123-00-000387 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000120 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DATAKEY INC CENTRAL INDEX KEY: 0000704914 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 411291472 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-35977 FILM NUMBER: 510001 BUSINESS ADDRESS: STREET 1: 407 W TRAVELERS TRAIL CITY: BURNSVILLE STATE: MN ZIP: 55337 BUSINESS PHONE: 6128906850 MAIL ADDRESS: STREET 1: 407 WEST TRAVELERS TRAIL CITY: BURNSVILLE STATE: MN ZIP: 55337 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEVITICUS PARTNERS L P CENTRAL INDEX KEY: 0001019432 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133896587 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2124092318 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 AMENDMENT #1 TO SCHEDULE 13G 1 Page 1 of 5 -------------------------- OMB APPROVAL -------------------------- OMB Number: 3235-0145 Expires: August 31, 1999 Estimated average burden hours per response...14.90 -------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b) (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (b) (AMENDMENT NO. 1)* Datakey, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $.05 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 237909312 - -------------------------------------------------------------------------------- (CUSIP Number) January 12, 2000 - -------------------------------------------------------------------------------- (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 in 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). 2 Page 2 of 5 CUSIP No. 237909312 - -------------------------------------------------------------------------------- 1. Names of Reporting Persons. I.R.S. Identification Nos. of above person (entities only) Leviticus Partners, LP ("Leviticus") IRS # 13-3896587 - -------------------------------------------------------------------------------- 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 400,000 Shares Bene- ficially ---------------------------------------------------------------- Owned by Each Reporting 6. Shared Voting Power 0 Person With: ---------------------------------------------------------------- 7. Sole Dispositive Power 400,000 ---------------------------------------------------------------- 8. Shared Dispositive Power 0 - -------------------------------------------------------------------------------- 9. Aggregate Amount Beneficially Owned by Each Reporting Person 400,000 - -------------------------------------------------------------------------------- 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11. Percentage of Class Represented by Amount in Row (9) 6.9% - -------------------------------------------------------------------------------- 12. Type of Reporting Person (See Instructions) LP 3 Page 3 of 5 ITEM 1(a). NAME OF ISSUER: Datakey, Inc. (the "Issuer"). ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: The principal executive offices of the Issuer are located at 407 W. Travelers Trail, Burnsville, Minnesota 55337. ITEM 2(a). NAME OF PERSON FILING: The name of the person filing this Report is Leviticus Partners, LP ("Leviticus"). Leviticus is a limited partnership organized under the laws of the State of Delaware. Prior to October 1999, Leviticus held 316,500 shares of Common Stock, par value $.05 per share, of the Issuer (the "Common Stock"). In October 1999, pursuant to a private placement completed by the Issuer, Leviticus purchased an additional 100,000 shares of Common Stock and 100,000 immediately exercisable warrants, each to purchase one share of Common Stock, with an exercise price of $1.25 per share. In November 1999, Leviticus purchased 8,500 shares of Common Stock in the open market. From January 12 to January 18, 2000, Leviticus sold an aggregate of 125,000 shares of Common Stock. ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: The principal business address of Leviticus is 590 Madison Avenue, 34th Floor, New York, New York 10022. ITEM 2(c). CITIZENSHIP: Leviticus is a limited partnership organized under the laws of Delaware. ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, par value $.05 per share ITEM 2(e). CUSIP NUMBER: 237909312 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or dealer registered under Section 15 of the Exchange Act. (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [ ] Investment Company registered under Section 8 of the Investment Company Act. (e) [ ] An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. 4 Page 4 of 5 (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) [ ] Group in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement if filed pursuant to Rule 13d-1(c), check this box. [X] ITEM 4. OWNERSHIP. (a) 300,000 shares of Common Stock and immediately exercisable warrants to purchase 100,000 shares of Common Stock. (b) 6.9% of the outstanding shares of Common Stock as of November 16, 1999 (excluding any warrants outstanding as of this date). (c) (i) 400,000 (ii) 0 (iii) 400,000 (iv) 0 ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS N/A ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. N/A ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. N/A ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. N/A ITEM 9. NOTICE OF DISSOLUTION OF GROUP. N/A ITEM 10. CERTIFICATIONS. By signing below the undersigned certifies that, to the best of his knowledge and belief, the securities referred to above were not acquired and are not held for the purposes 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. MATERIAL TO BE FILED AS EXHIBITS. N/A 5 Page 5 of 5 SIGNATURE After reasonable inquiry, and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: January 19, 2000 LEVITICUS PARTNERS, LP By: /s/ ADAM M. HUTT ------------------------------- Name: Adam M. Hutt Title: President, AMH Equity Ltd. (General Partner) -----END PRIVACY-ENHANCED MESSAGE-----