-----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, PQKWzqOIBDqqA5iFm9LPXYIsB+D9NRgRLJOLDGC++aDkSwi38xhbMzXirSkqXrlE sLEJnAZIxlmZdrcsYfWzkw== 0000950131-98-006380.txt : 19981208 0000950131-98-006380.hdr.sgml : 19981208 ACCESSION NUMBER: 0000950131-98-006380 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981207 GROUP MEMBERS: CITADEL INVESTMENT GROUP, L.L.C. GROUP MEMBERS: CITADEL LIMITED PARTNERSHIP GROUP MEMBERS: GLB PARTNERS, L.P. GROUP MEMBERS: KENNETH GRIFFIN GROUP MEMBERS: KENSINGTON GLOBAL STRATEGIES FUND, LTD. GROUP MEMBERS: NP PARTNERS (F/K/A NELSON PARTNERS) GROUP MEMBERS: OLYMPUS SECURITIES, LTD. GROUP MEMBERS: WELLINGTON PARTNERS LIMITED PARTNERSHIP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMBI INC CENTRAL INDEX KEY: 0000744962 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 112653613 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-38274 FILM NUMBER: 98765005 BUSINESS ADDRESS: STREET 1: 4 MANHATTANVILLE ROAD CITY: PURCHASE STATE: NY ZIP: 10577-2197 BUSINESS PHONE: 9147014500 MAIL ADDRESS: STREET 1: 4 MANHATTANVILLE ROAD CITY: PURCHASE STATE: NY ZIP: 10577-2197 FORMER COMPANY: FORMER CONFORMED NAME: APPLIED MICROBIOLOGY INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CITADEL LIMITED PARTNERSHIP CENTRAL INDEX KEY: 0000931939 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 363754834 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 225 WEST WASHINGTON ST STREET 2: 9TH FL CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3126962100 MAIL ADDRESS: STREET 1: 225 W WASHINGTON ST STREET 2: STE 900 CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: CITADEL INVESTMENT MANAGEMENT LP /ADV DATE OF NAME CHANGE: 19960524 FORMER COMPANY: FORMER CONFORMED NAME: CITADEL INVESTMENT MANAGEMENT LP /ADV DATE OF NAME CHANGE: 19960524 SC 13G/A 1 AMMENDMENT NO. 1 TO 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* AMBI INC. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock (including upon conversion of Series E and F Preferred Stock and upon conversion of specified Warrants) - -------------------------------------------------------------------------------- (Title of Class of Securities) 00163N 10 2 -------------------------------- (CUSIP Number) November 24, 1998 ------------------------------------------------------ Date of Event Which Requires Filing of the 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). Page 1 of 20 Pages CUSIP NO. 00163N-10-2 13G PAGE 2 of 20 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS. 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Name Citadel Limited Partnership - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [X] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Illinois Limited Partnership U.S.A. - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 0 SHARES ----------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY 373,886 Shares of Common Stock** 1,500 Shares of Series E Preferred Stock (convertible OWNED BY into 1,200,000 shares of Common Stock) 575 Shares of Series F Preferred Stock (convertible EACH into 460,000 Shares of Common Stock) 192,842 Shares of Common Stock (upon exercise of REPORTING warrant rights for 192,842 shares) PERSON ----------------------------------------------------------- SOLE DISPOSITIVE POWER WITH 7 0 ----------------------------------------------------------- SHARED DISPOSITIVE POWER 8 See Item 6 above. - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 See Item 6 above. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES 10 CERTAIN SHARES* [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 Up to 7.74% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item 6 above.) - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) 12 PN;HC - ------------------------------------------------------------------------------ **Although it is not presently determinable, the Reporting Person also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Person. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. Page 2 of 20 Pages CUSIP NO. 00163N-10-2 13G Page 3 of 20 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS. 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Name GLB Partners, L.P. - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [X] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Delaware Limited Partnership U.S.A. - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 0 SHARES ----------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY 373,886 Shares of Common Stock** 1,500 Shares of Series E Preferred Stock (convertible OWNED BY into 1,200,000 Shares of Common Stock) 575 Shares of Series F Preferred Stock (convertible EACH into 460,000 Shares of Common Stock) 192,842 Shares of Common Stock (upon exercise of REPORTING warrant rights for 192,842 shares) PERSON ----------------------------------------------------------- SOLE DISPOSITIVE POWER WITH 7 0 ----------------------------------------------------------- SHARED DISPOSITIVE POWER 8 See Item 6 above. - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 See Item 6 above. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 CERTAIN SHARES* [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 Up to 7.74% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in Item 6 above.) - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) 12 PN;HC - ------------------------------------------------------------------------------ **Although it is not presently determinable, the Reporting Person also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Person. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. Page 3 of 20 Pages CUSIP NO. 00163N-10-2 13G PAGE 4 OF 20 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS. 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Name Citadel Investment Group, L.L.C. - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [X] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Delaware Limited Liability Company U.S.A. - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 0 SHARES ----------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY 373,886 Shares of Common Stock** 1,500 Shares of Series E Preferred Stock (convertible OWNED BY into 1,200,000 shares of Common Stock) 575 Shares of Series F Preferred Stock (convertible EACH into 460,000 Shares of Common Stock) 192,842 Shares of Common Stock (upon exercise of REPORTING warrant rights for 192,842 shares) PERSON ----------------------------------------------------------- SOLE DISPOSITIVE POWER WITH 7 0 ----------------------------------------------------------- SHARED DISPOSITIVE POWER 8 See Item 6 above. - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 See Item 6 above. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES 10 CERTAIN SHARES* [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 Up to 7.74% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item 6 above.) - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) 12 OO; HC - ------------------------------------------------------------------------------ **Although it is not presently determinable, the Reporting Person also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Person. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. Page 4 of 20 Pages CUSIP NO. 00163N-10-2 13G PAGE 5 OF 20 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS. 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Name Kenneth Griffin - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [X] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 U.S. Citizen U.S.A. - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 0 SHARES ----------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY 373,886 Shares of Common Stock** 1,500 Shares of Series E Preferred Stock (convertible OWNED BY into 1,200,000 shares of Common Stock) 575 Shares of Series F Preferred Stock (convertible EACH into 460,000 Shares of Common Stock) 192,842 Shares of Common Stock (upon exercise of REPORTING warrant rights for 192,842 shares) PERSON ----------------------------------------------------------- SOLE DISPOSITIVE POWER WITH 7 0 ----------------------------------------------------------- SHARED DISPOSITIVE POWER 8 See Item 6 above. - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 See Item 6 above. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES 10 CERTAIN SHARES* [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 Up to 7.74% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item 6 above.) - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) 12 IN - ------------------------------------------------------------------------------ **Although it is not presently determinable, the Reporting Person also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Person. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. Page 5 of 20 Pages CUSIP NO. 00163N-10-2 13G Page 6 of 20 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS. 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Name Wellington Partners Limited Partnership - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [X] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Illinois Limited Partnership U.S.A. - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 0 SHARES ----------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY 273,123 Shares of Common Stock** 1,122 Shares of Series E Preferred Stock (convertible OWNED BY into 897,600 Shares of Common Stock) 287.5 Shares of Series F Preferred Stock (convertible EACH into 230,000 Shares of Common Stock) 96,421 Shares of Common Stock (upon exercise of REPORTING warrant rights for 96,421 shares) PERSON ----------------------------------------------------------- SOLE DISPOSITIVE POWER WITH 7 0 ----------------------------------------------------------- SHARED DISPOSITIVE POWER 8 See Item 6 above. - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 See Item 6 above. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 CERTAIN SHARES* [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 Up to 5.34% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item 6 above.) - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) 12 PN;HC - ------------------------------------------------------------------------------ **Although it is not presently determinable, the Reporting Person also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Persons. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. Page 6 of 20 Pages CUSIP NO. 00163N-10-2 13G PAGE 7 OF 20 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS. 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Name NP Partners (f/k/a Nelson Partners) - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [X] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Bermuda General Partnership - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 0 SHARES ----------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY 273,123 Shares of Common Stock** 1,122 Shares of Series E Preferred Stock (convertible OWNED BY into 897,600 shares of Common Stock 287.5 Shares of Series F Preferred Stock (convertible EACH into 230,000 Shares of Common Stock) 96,421 Shares of Common Stock (upon exercise of REPORTING warrant rights for 96,421 shares) PERSON ----------------------------------------------------------- SOLE DISPOSITIVE POWER WITH 7 0 ----------------------------------------------------------- SHARED DISPOSITIVE POWER 8 See Item 6 above. - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 See Item 6 above. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 Up to 5.34% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item 6 above.) - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) 12 PN - ------------------------------------------------------------------------------ **Although it is not presently determinable, the Reporting Person also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Person. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. Page 7 of 20 Pages CUSIP NO. 00163N-10-2 13G PAGE 8 OF 20 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS. 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Name Kensington Global Strategies Fund, Ltd. - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [X] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Bermuda Company - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 0 SHARES ----------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY 100,763 Shares of Common Stock** 378 Shares of Series E Preferred Stock (convertible OWNED BY into 302,400 shares of Common Stock 287.5 Shares of Series F Preferred Stock (convertible EACH into 230,000 Shares of Common Stock) 96,421 Shares of Common Stock (upon exercise of REPORTING warrant rights to 96,421 Shares) PERSON ----------------------------------------------------------- SOLE DISPOSITIVE POWER WITH 7 0 ----------------------------------------------------------- SHARED DISPOSITIVE POWER 8 See Item 6 above. - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 See Item 6 above. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 Up to 2.68% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item 6 above.) - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) 12 CO - ------------------------------------------------------------------------------ Page 8 of 20 Pages ** Although it is not presently determinable, the Reporting Person also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Person. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. CUSIP NO. 00163N-10-2 13G PAGE 9 OF 20 Pages - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS. 1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Name Olympus Securities, Ltd. - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [X] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Bermuda Corporation - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 NUMBER OF 0 SHARES ----------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY 100,763 Shares of Common Stock** 378 Shares of Series E Preferred Stock (convertible OWNED BY into 302,400 shares of Common Stock 287.5 Shares of Series F Preferred Stock (convertible EACH into 230,000 Shares of Common Stock) 96,421 Shares of Common Stock (upon exercise of REPORTING warrant rights for 96,421 shares) PERSON ----------------------------------------------------------- SOLE DISPOSITIVE POWER WITH 7 0 ----------------------------------------------------------- SHARED DISPOSITIVE POWER 8 See Item 6 above. - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 See Item 6 above. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 10 [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11 Up to 2.68% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item 6 above.) - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) 12 CO - ------------------------------------------------------------------------------ Page 9 of 20 Pages ** Although it is not presently determinable, the Reporting Person also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Person. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. Cusip No. 00163N-10-2 13G Page 10 of 20 Pages SCHEDULE 13G ------------ Item 1(a) Name of Issuer: AMBI Inc. 1(b) Address of Issuer's Principal Executive Offices: 4 Manhattanville Road Purchase, New York 10577 Item 2(a) Name of Person Filing Item 2(b) Address of Principal Business Office Item 2(c) Citizenship Citadel Limited Partnership 225 W. Washington 9th Floor Chicago, Illinois 60604 Illinois Limited Partnership GLB Partners, L.P. 225 W. Washington 9th Floor Chicago, Illinois 60604 Delaware Limited Partnership Citadel Investment Group, L.L.C. 225 W. Washington 9th Floor Chicago, Illinois 60604 Delaware Limited Liability Company Kenneth Griffin 225 W. Washington 9th Floor Chicago, Illinois 60604 U.S. Citizen Page 10 of 20 Pages - --------------------- ------------------- CUSPI NO. 00163N-10-2 13G Page 11 of 20 Pages - --------------------- ------------------- Wellington Partners Limited Partnership c/o Citadel Investment Group, L.L.C. 225 W. Washington 9th Floor Chicago, Illinois 60604 Illinois limited partnership NP Partners c/o Citadel Investment Group, L.L.C. 225 W. Washington 9th Floor Chicago, Illinois 60604 Bermuda general partnership Kensington Global Strategies Fund, Ltd. c/o Citadel Investment Group, L.L.C. 225 W. Washington 9th Floor Chicago, Illinois 60604 Bermuda company Olympus Securities, Ltd. c/o Citadel Investment Group, L.L.C. 225 W. Washington 9th Floor Chicago, Illinois 60604 Bermuda corporation 2(d) Title of Class of Securities: Common Stock, par value $.005 per share (including common stock receivable upon conversion of Series E and Series F Preferred Stock and upon exercise of warrants) 2(e) CUSIP Number: 00163N-10-2 Item 3 If this statement if filed pursuant to Rules 13d-1(b), or 13d-2(b): Not applicable. Page 11 of 20 Pages - --------------------- ------------------- CUSIP NO. 00163N-10-2 13G Page 12 of 20 Pages - --------------------- ------------------- Item 4 Ownership: CITADEL LIMITED PARTNERSHIP (a) Amount beneficially owned: 373,886 Shares of Common Stock 1,500 Shares of Series E Preferred Stock (convertible into 1,200,000 shares of Common Stock) 575 Shares of Series F Preferred Stock (convertible into 460,000 Shares of Common Stock) 192,842 Shares of Common Stock (upon exercise of warrant rights for 192,842 shares) (b) Percent of Class: Up to 7.74% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item (a) above.) (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: See item (a) above. (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: See item (a) above. Page 12 of 20 Pages - --------------------- ------------------- CUSIP NO. 00163N-10-2 13G Page 13 of 20 Pages - --------------------- ------------------- GLB PARTNERS, L.P. (a) Amount beneficially owned: 373,886 Shares of Common Stock 1,500 Shares of Series E Preferred Stock (convertible into 1,200,000 shares of Common Stock) 575 Shares of Series F Preferred Stock (convertible into 460,000 Shares of Common Stock) 192,842 Shares of Common Stock (upon exercise of warrant rights for 192,842 shares) (b) Percent of Class: Up to 7.74% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item (a) above.) (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: See item (a) above. (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: See item (a) above. CITADEL INVESTMENT GROUP, L.L.C. (a) Amount beneficially owned: 373,886 Shares of Common Stock 1,500 Shares of Series E Preferred Stock (convertible into 1,200,000 shares of Common Stock) 575 Shares of Series F Preferred Stock (convertible into 460,000 Shares of Common Stock) 192,842 Shares of Common Stock (upon exercise of warrant rights for 192,842 shares) Page 13 of 20 Pages - --------------------- ------------------- CUSIP NO. 00163N-10-2 13G Page 14 of 20 Pages - --------------------- ------------------- (b) Percent of Class: Up to 7.74% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item (a) above.) (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: See item (a) above. (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: See item (a) above. KENNETH GRIFFIN (a) Amount beneficially owned: 373,886 Shares of Common Stock 1,500 Shares of Series E Preferred Stock (convertible into 1,200,000 shares of Common Stock) 575 Shares of Series F Preferred Stock (convertible into 460,000 Shares of Common Stock) 192,842 Shares of Common Stock (upon exercise of warrant rights for 192,842 shares) (b) Percent of Class: Up to 7.74% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item (a) above.) Page 14 of 20 Pages --------------------- ------------------- CUSIP NO. 00163N-10-2 13G Page 15 of 20 Pages --------------------- ------------------- (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: See item (a) above. (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: See item (a) above. WELLINGTON PARTNERS LIMITED PARTNERSHIP (a) Amount beneficially owned: 273,123 Shares of Common Stock 1,122 Shares of Series E Preferred Stock (convertible into 897,600 Shares of Common Stock) 287.5 Shares of Series F Preferred Stock (convertible into 230,000 Shares of Common Stock) 96,421 Shares of Common Stock (upon exercise of warrant rights to 96,421 Shares) (b) Percent of Class: Up to 5.34% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item (a) above.) (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 Page 15 of 20 Pages --------------------- ------------------- CUSIP NO. 00163N-10-2 13-G Page 16 of 20 Pages --------------------- ------------------- (ii) shared power to vote or to direct the vote: See item (a) above. (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: See item (a) above. NP PARTNERS (a) Amount beneficially owned: 273,123 Shares of Common Stock 1,122 Shares of Series E Preferred Stock (convertible into 897,600 Shares of Common Stock) 287.5 Shares of Series F Preferred Stock (convertible into 230,000 Shares of Common Stock) 96,421 Shares of Common Stock (upon exercise of warrant rights to 96,421 Shares) (b) Percent of Class: Up to 5.34% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item (a) above.) (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: See item (a) above. (iii) sole power to dispose or to direct the disposition of: 0 Page 16 of 20 Pages - ------------------------- ----------------------- CUSIP NO. 00163N-10-2 13G Page 17 of 20 Pages - ------------------------- ----------------------- (iv) shared power to dispose or to direct the disposition of: See item (a) above. KENSINGTON GLOBAL STRATEGIES FUND, LTD. (a) Amount beneficially owned: 100,763 Shares of Common Stock 378 Shares of Series E Preferred Stock (convertible into 302,400 Shares of Common Stock) 287.5 Shares of Series F Preferred Stock (convertible into 230,000 Shares of Common Stock) 96,421 Shares of Common Stock (upon exercise of warrant rights to 96,421 Shares) (b) Percent of Class: Up to 2.68% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item (a) above.) (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: See item (a) above. (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: See item (a) above. Page 17 of 20 Pages - ------------------------- ----------------------- CUSIP NO. 00163N-10-2 13G Page 18 of 20 Pages - ------------------------- ----------------------- OLYMPUS SECURITIES, LTD. (a) Amount beneficially owned: 100,763 Shares of Common Stock 378 Shares of Series E Preferred Stock (convertible into 302,400 Shares of Common Stock) 287.5 Shares of Series F Preferred Stock (convertible into 230,000 Shares of Common Stock) 96,421 Shares of Common Stock (upon exercise of warrant rights to 96,421 Shares) (b) Percent of Class: Up to 2.68% as of the date of filing of this statement. (Based on 26,549,062 Shares of Common Stock issued and outstanding as of November 24, 1998, plus the Common Stock issuable upon the conversion of the preferred stock and exercise of the warrants referred to in item (a) above.) (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: See item (a) above. (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: See item (a) above. ** Although it is not presently determinable, the Reporting Persons also will be receiving Common Stock from the issuer upon closing of the Series F Preferred Stock transaction determined with reference to accrued dividends not yet received from the Issuer by the Reporting Persons. In addition, Series E & Series F Preferred Stock accrue dividends at a rate of 10% per annum, payable quarterly in cash or common stock, at the discretion of the Issuer. 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: See Item 2 above. Page 18 of 20 Pages - ------------------------- ----------------------- Cusip No. 00163N-10-2 13G Page 19 of 20 Pages - ------------------------- ----------------------- 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. Page 19 of 20 Pages 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 7th day of December, 1998 /s/ Kenneth Griffin ------------------- Kenneth Griffin CITADEL LIMITED PARTNERSHIP CITADEL INVESTMENT GROUP, L.L.C. By: GLB Partners, L.P., its General Partner By: Citadel Investment Group, L.L.C., its General Partner By: /s/ Kenneth Griffin By: /s/ Kenneth Griffin Authorized Signatory President GLB PARTNERS, L.P. NP PARTNERS By: Citadel Investment Group, By: Citadel Limited Partnership, L.L.C., its General Partner Managing General Partner By: /s/ Kenneth Griffin By: GLB Partners, L.P., its General Authorized Signatory Partner By: Citadel Investment Group, L.L.C., its General Partner By: /s/ Kenneth Griffin Authorized Signatory WELLINGTON PARTNERS LIMITED OLYMPUS SECURITIES, LTD. PARTNERSHIP By: Citadel Limited Partnership, its General Partner By: GLB Partners, L.P., By: Citadel Limited Partnership, its General Partner Trading Manager By: Citadel Investment Group, By: GLB Partners, L.P., its General L.L.C., its General Partner Partner By: /s/ Kenneth Griffin By: Citadel Investment Group, L.L.C., Authorized Signatory its General Partner By: /s/ Kenneth Griffin Authorized Signatory KENSINGTON GLOBAL STRATEGIES FUND, LTD. By: Citadel Limited Partnership, Trading Manager By: GLB Partners, L.P., its General Partner By: Citadel Investment Group, L.L.C., its General Partner By: /s/ Kenneth Griffin Authorized Signatory Page 20 of 20 Pages -----END PRIVACY-ENHANCED MESSAGE-----