-----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, ED07dn3cROza3q3jwZ074r8eGWt4t3QzKvQ2ACoYt+5EJt8Vi8cBgpv0YL3ziSln sTxQIK+GpK+BXjPbWJGShA== 0001269678-08-000171.txt : 20080527 0001269678-08-000171.hdr.sgml : 20080526 20080527111410 ACCESSION NUMBER: 0001269678-08-000171 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080527 DATE AS OF CHANGE: 20080527 GROUP MEMBERS: RH TRADING LLC GROUP MEMBERS: SONDRA J. BEIT SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HOME SOLUTIONS OF AMERICA INC CENTRAL INDEX KEY: 0000855424 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 990273889 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-51045 FILM NUMBER: 08859805 BUSINESS ADDRESS: STREET 1: 1500 DRAGON STREET - SUITE B STREET 2: - CITY: DALLAS STATE: TX ZIP: 75207 BUSINESS PHONE: 214-623-8446 MAIL ADDRESS: STREET 1: 1500 DRAGON STREET - SUITE B STREET 2: - CITY: DALLAS STATE: TX ZIP: 75207 FORMER COMPANY: FORMER CONFORMED NAME: NEXTGEN COMMUNICATIONS CORP DATE OF NAME CHANGE: 20010814 FORMER COMPANY: FORMER CONFORMED NAME: U S INDUSTRIAL SERVICES INC DATE OF NAME CHANGE: 19980629 FORMER COMPANY: FORMER CONFORMED NAME: EIF HOLDINGS INC DATE OF NAME CHANGE: 19930621 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MT Trading LLC CENTRAL INDEX KEY: 0001302670 IRS NUMBER: 061593332 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 530 SILAS DEANE HIGHWAY STREET 2: SUITE 130 CITY: WETHERSFIELD STATE: CT ZIP: 06109 BUSINESS PHONE: 860-529-5158 MAIL ADDRESS: STREET 1: 530 SILAS DEANE HIGHWAY STREET 2: SUITE 130 CITY: WETHERSFIELD STATE: CT ZIP: 06109 SC 13D 1 mt13d.htm Home Solutions of America, Inc. - Form SC 13D

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934

(Amendment No _)

HOME SOLUTIONS OF AMERICA, INC.
     
(Name of Issuer)

Common Stock, par value $0.001 per share
     
(Title of Class of Securities)

437355100
     
(CUSIP Number)

Thomas A. Klee, Esq.
Law Office of Thomas A. Klee
55 Bath Crescent Lane
Bloomfield, Connecticut 06002
860-242-0004
     
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)

May 16, 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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 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 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: 206156101
13D
Page 2 of 8

1.
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

    MT Trading LLC
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) x
(b) o
3.
SEC USE ONLY
  
4.
SOURCE OF FUNDS (See Instructions)
    AF OO
5.
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
o
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
     Connecticut
NUMBER OF
7.
SOLE VOTING POWER
SHARES
    460,500
BENEFICIALLY
8.
SHARED VOTING POWER
OWNED BY
 
EACH
9.
SOLE DISPOSITIVE POWER
REPORTING
 
PERSON
10.
SHARED DISPOSITIVE POWER
WITH
    460,500
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     460,500
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     1.0%
14.
TYPE OF REPORTING PERSON (See Instructions)
     PN




CUSIP NO: 206156101
13D
Page 3 of 8

1.
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

     Sondra J. Beit
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) x
(b) o
3.
SEC USE ONLY
  
4.
SOURCE OF FUNDS (See Instructions)
    PF OO
5.
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
o
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
     USA
NUMBER OF
7.
SOLE VOTING POWER
SHARES
    1,584,331
BENEFICIALLY
8.
SHARED VOTING POWER
OWNED BY
 
EACH
9.
SOLE DISPOSITIVE POWER
REPORTING
 
PERSON
10.
SHARED DISPOSITIVE POWER
WITH
    1,584,331
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     1,584,331
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     3.3%
14.
TYPE OF REPORTING PERSON (See Instructions)
    IN




CUSIP NO: 206156101
13D
Page 4 of 8

1.
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

     RH Trading LLC
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) x
(b) o
3.
SEC USE ONLY
  
4.
SOURCE OF FUNDS (See Instructions)
    AF OO
5.
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
o
6.
CITIZENSHIP OR PLACE OF ORGANIZATION
     Connecticut
NUMBER OF
7.
SOLE VOTING POWER
SHARES
    385,000
BENEFICIALLY
8.
SHARED VOTING POWER
OWNED BY
 
EACH
9.
SOLE DISPOSITIVE POWER
REPORTING
 
PERSON
10.
SHARED DISPOSITIVE POWER
WITH
    385,000
11.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     385,000
12.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     0.8%
14.
TYPE OF REPORTING PERSON (See Instructions)
    PN





CUSIP NO: 206156101
13D
Page 5 of 8


Item 1.             Security and Issuer.

            This statement relates to the common stock, par value $0.001per share (the "Common Stock") of Home Solutions of America, Inc., a Delaware corporation (the "Issuer"). The address of the Issuer's principal executive office is 1500 Dragon Street, Suite B, Dallas, TX 75207.

Item 2.             Identity and Background.

            (a) (b) (c) The Filing Persons are a group (the "Group") consisting of the following three entities or individuals:

  (1) MT Trading LLC, a Connecticut Limited Liability Company with offices at 530 Silas Deane Highway, Suite 130, Wethersfield, Connecticut 06109. It is principally engaged in the business of investing. The Members of MT Trading LLC are:
     
    Sondra J. Beit, whose business address is 530 Silas Deane Highway, Suite 130, Wethersfield, CT 06109. Mrs. Beit is not currently employed.
     
    Mark Paley, whose business address is Harvest Investments, 530 Silas Deane Highway, Suite 130, Wethersfield, CT 06109. Mr. Paley is a professional investor and principal of Harvest Investments LLC.
     
  (2) Sondra J. Beit (see above).
     
  (3) RH Trading LLC, a Connecticut Limited Liability Company with offices at 530 Silas Deane Highway, Suite 130, Wethersfield, Connecticut 06109. It is principally engaged in the business of investing. The Members of RH Trading LLC are Sondra J. Beit and Mark Paley (see above).

            (d) (e) During the last five years, no Filing Person or any Member of any Filing Person has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such Filing Person or Member of the Filing Person was or is 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.




CUSIP NO: 206156101
13D
Page 6 of 8


Item 3.             Source and Amount of Funds or Other Consideration.

            Securities of the issuer were purchased (i) with personal funds, (ii) with personal funds contributed by the Members of the Filing Persons for the purpose of making investments and (iii) using a margin account with the Filing Persons' broker, Merrill Lynch, Inc. 213 Court Street, Suite 650, Middletown, Connecticut 06547.

Item 4.             Purpose of Transaction.

            The transaction has been effected primarily for investment purposes.

            The Filing Persons view the Issuer as a deep value investment and strongly believe in the Issuer's long-term prospects despite its various problems. However, it is noted that the Issuer has not filed with the Securities and Exchange Commission its Form 10-Q for the third quarter of 2007, its Form 10-K for fiscal year 2007, which would include audited financial statements for 2007, and its Form 10-Q for the first quarter of 2008, all of which are required to have been filed under the rules of the Securities and Exchange Commission (the "SEC"), depriving shareholders of relevant financial and other information about the Issuer for over six months. Also, no proxy statement has been filed for an annual meeting to be held in 2008 to elect directors.

            The Filing Persons believe that it is essential that an annual meeting be held as soon as possible so that directors of the Issuer may be elected and so that the Board and management of the Issuer may explain to and discuss with shareholders significant recent developments at the Issuer, including, but not limited to: the above-noted failures to provide shareholders information as required by the rules of the SEC; the appointment of a new Chairman of the Board; the appointment of an Interim Chief Financial Officer; the entry of Indemnity Agreements with independent directors and certain executive officers; an audit committee investigation into related party transactions and other matters; the delisting of the Issuer's Common stock from the Nasdaq Stock Market; and certain terminations of and resignations by officers and directors. The Filing Persons are ready to assist the Issuer's Board in any way they can in its exploration of all available strategic alternatives and in providing timely and complete disclosure and updates to shareholders, including investor conference calls.

            However, if the Filing Persons believe the Board does not take actions they believe are required to be taken in the best interest of stockholders, they will take whatever action they deem necessary in order to protect their rights as stockholders, including seeking two Board seats at the next annual meeting of stockholders.




CUSIP NO: 206156101
13D
Page 7 of 8

            In addition, the Filing Persons may take actions which relate to or may result in any of the following:

            (a) The acquisition 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;

            (c) A sale or transfer of a material amount of the Issuer's assets;

            (d) A change in the Issuer's present Board of Directors or management, including to change the number of directors or to fill any vacancies on the Board;

            (e) A material change in the Issuer's present capitalization or dividend policy;

            (f) Any other material change in the Issuer's business or corporate structure; or

            (g) Changes in the Issuer's charter or bylaws or any other actions which may impede the acquisition of control of the Issuer by any person.

Item 5.             Interest in Securities of the Issuer.

            (a) As of the date hereof, the Group owns shares of the Common Stock representing 5.1% of the outstanding Common Stock. Such Common Stock is held by members of the Group as follows:

  Name Number of Shares
  MT Trading LLC    460,500
  Sondra Beit 1,584,331
  RH Trading LLC    385,000
                Group Total 2,429,832

            (b) Each of the Filing Persons has sole power to vote and dispose of such shares held by it or her; however, Mr. Roger Beit, the husband of Sondra Beit, also has investment authority over the investment accounts in which such shares are held.

            (c) See attached Schedule A.

            (d) Not applicable.

            (e) Not applicable.




CUSIP NO: 206156101
13D
Page 8 of 8


Item 6.             Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

            The Members of MT Trading LLC and RH Trading LLC are Mark Paley and Sondra J. Beit. Roger Beit is the husband of Sondra Beit. Although no formal agreement exists, such persons can be expected to act in concert with respect to their investments.

Item 7.             Material to be Filed as Exhibits.

            Exhibit 99.1. Joint Filing Agreement, dated as of May 22, 2008, among MT Trading LLC, Sondra Beit and RH Trading LLC.

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.

Dated: May 22, 2008

  /S/ ROGER BEIT                       
  Roger Beit, Authorized Agent
   







 
SCHEDULE A
 

Transactions in the shares of the Common Stock effected during the past 60 days. All transactions were effected in open-market purchases.

Name Date No. of shares Price per Share
MT Trading April 11, 2008 9,500 $0.64
  April 11, 2008 3,500 $0.63
  April 11, 2008 7,000 $0.62
  April 11, 2008 4,000 $0.61
  April 11, 2008 4,000 $0.60
  April 11, 2008 13,000 $0.59
  April 10, 2008 18,000 $0.61
  April 10, 2008 6,000 $0.59
  April 9, 2008 2,500 $0.57
  April 9, 2008 5,200 $0.56
  April 8, 2008 21,800 $0.56
  April 7, 2008 18,000 $0.56
       
RH Trading April 16, 2008 7,500 $0.63
  April 16, 2008 25,000 $0.62
  April 16, 2008 7,500 $0.615
  April 16, 2008 5,000 $0.61
  April 16, 2008 2,500 $0.602
  April 16, 2008 7,500 $0.60
  April 15, 2008 2,500 $0.602
  April 15, 2008 2,500 $0.60
  April 15, 2008 2,500 $0.595
  April 15, 2008 2,500 $0.592
  April 15, 2008 42,500 $0.59
  April 15, 2008 10,000 $0.585
  April 15, 2008 32,500 $0.58
  April 15, 2008 60,000 $0.57
  April 15, 2008 22,500 $0.565
  April 15, 2008 17,500 $0.56
  April 14, 2008 2,500 $0.65
  April 14, 2008 9,000 $0.64
  April 14, 2008 500 $0.63
  April 14, 2008 34,800 $0.62
  April 14, 2008 12,000 $0.615
  April 14, 2008 2,700 $0.612
  April 14, 2008 11,000 $0.61
  April 14, 2008 2,500 $0.605
  April 14, 2008 5,000 $0.60
  April 11, 2008 29,000 $0.62





  April 11, 2008 17,000 $0.61
  April 11, 2008 4,000 $0.601
  April 11, 2008 5,000 $0.60
     
Sondra Beit May 20, 2008 10,000 $0.61
  May 20, 2008 6,000 $0.60
  May 19, 2008 18,000 $0.60
  May 19, 2008 6,000 $0.59
  May 16, 2008 9,000 $0.61
  May 16, 2008 12,000 $0.60
  May 16, 2008 12,000 $0.595
  May 16, 2008 9,000 $0.59
  May 12, 2008 18,000 $0.62
  May 7, 2008 6,500 $0.63
  May 7, 2008 9,000 $0.62
  May 7, 2008 8,500 $0.60
  May 7, 2008 6,000 $0.61
  April 25, 2008 95,000 $0.61
  April 25, 2008 35,000 $0.60
  April 24, 2008 5,000 $0.65
  April 24, 2008 2,500 $0.64
  April 24, 2008 2,500 $0.63
  April 24, 2008 5,000 $0.62
  April 24, 2008 5,000 $0.59
  April 18, 2008 7,500 $0.64
  April 18, 2008 2,500 $0.63
  April 17, 2008 5,000 $0.64
  April 17, 2008 15,000 $0.63
  April 16, 2008 5,000 $0.62
  April 3, 2008 80,000 $0.67
  April 3, 2008 14,500 $0.66
  April 3, 2008 500 $0.65
  March 28, 2008 10,000 $0.69
  March 27, 2008 5,000 $0.70
  March 27, 2008 6,000 $0.69
  March 27, 2008 1,000 $0.66
  March 27, 2008 2,500 $0.655
  March 27, 2008 10,000 $0.64
  March 26, 2008 171,000 $0.60
  March 26, 2008 24,500 $0.59
  March 26, 2008 22,500 $0.58
  March 26, 2008 16,000 $0.575
  March 26, 2008 14,500 $0.57
  March 26, 2008 3,500 $0.56
  March 26, 2008 9,000 $0.336



EX-99.1 2 mt13dex991.htm JOINT FILING AGREEMENT Home Solutions of America, Inc. - Exhibit 99.1
 
 
EXHIBIT 99.1


JOINT FILING AGREEMENT


               In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended each of the undersigned hereby agrees to the joint filing with all other signatories listed below, on behalf of each of them, of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.001 per share, of Home Solutions of America, Inc. and that this Agreement be included as an Exhibit to such joint filing. Thomas A. Klee, Esq., is hereby designated as the person authorized to receive notices and communications with respect to such joint filing. Roger Beit is hereby authorized to execute such joint filing and any amendments thereto on behalf of the undersigned. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

               IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of the 22nd day of May, 2008.



  MT TRADING, LLC


By: S/ MARK PALEY
       Mark Paley, Manager


S/ SONDRA BEIT
Sondra Beit


RH TRADING, LLC

By: S/ MARK PALEY
       Mark Paley, Manager
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