-----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, MvPxcKc7eCpi9vr56Z+sSIevVfTtxRh66vF7j6NrhsRrw+jBfbP8j0S+JxmbNiY1 Z1m2uVgc9y41G0lYyXgZ8w== 0001275287-06-001579.txt : 20060327 0001275287-06-001579.hdr.sgml : 20060327 20060327060442 ACCESSION NUMBER: 0001275287-06-001579 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060327 DATE AS OF CHANGE: 20060327 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ITEX CORP CENTRAL INDEX KEY: 0000860518 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 930922994 STATE OF INCORPORATION: NV FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42668 FILM NUMBER: 06710597 BUSINESS ADDRESS: STREET 1: 3625 132ND AVENUE SE STREET 2: SUITE 200 CITY: BELLEVUE STATE: WA ZIP: 98006-1323 BUSINESS PHONE: 425-463-4000 MAIL ADDRESS: STREET 1: 3625 132ND AVENUE SE STREET 2: SUITE 200 CITY: BELLEVUE STATE: WA ZIP: 98006-1323 FORMER COMPANY: FORMER CONFORMED NAME: ITEX CORPORATION DATE OF NAME CHANGE: 19930328 FORMER COMPANY: FORMER CONFORMED NAME: ITEX BARTER SYSTEMS INC DATE OF NAME CHANGE: 19600201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CHRISTENSEN COLLINS M CENTRAL INDEX KEY: 0001132284 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: C/O ITEX CORP STREET 2: 3400 COTTAGE WAY CITY: SACRAMENTO STATE: CA ZIP: 95825 SC 13D/A 1 ic5232.htm SCHEDULE 13D

SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549

SCHEDULE 13D

(Amendment No. 3)
Under the Securities Exchange Act of 1934

ITEX CORPORATION

(Name of Issuer)

 

Common Stock, $.01 par value per share

(Title of Class of Securities)

 

465647 204

(CUSIP Number)

 

Collins M. Christensen

511 Knight Bridge Lane

Sacramento, CA  95864.

(916) 483-0803

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

March 23, 2006

(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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].

(Continued on the following pages)


CUSIP No.  465647 204

13D

Page 2 of  6 Pages

1.

Name of Reporting Person

 

 

 

          Collins M. Christensen

 

 

 

I.R.S. Identification No. of Above Persons (Entities only):

 

 

 

          N/A

 

 

2.

Check the Appropriate Box if a Member of a Group*

(a)

o

 

 

(b)

o

3.

SEC UseOnly

 

 

 

 

 

 

4.

Source Of Funds*

 

 

 

          N/A

 

 

5.

Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items (2)(d) or 2(e)

 

o

 

 

 

 

6.

Citizenship Or Place Of Organization

 

 

 

United States citizen

 

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH

7.

Sole Voting Power: 1,359,130

 

 

8.

Shared Voting Power:  - 0 -

 

 

9.

Sole Dispositive Power:  1,359,130

 

 

10.

Shared Dispositive Power: - 0 -

11.

Aggregate Amount Beneficially Owned by Each Reporting Person:

 

 

 

1,359,130

 

 

12.

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

o

 

 

 

 

13.

Percent of Class Represented by Amount in Row (11):

 

 

 

7.3%

 

 

14.

Type of Reporting Person*

 

 

 

IN

 

 

Page 2 of 6


Item 1.  Security and Issuer.

          This statement relates to the common stock, par value $.01 per share, of ITEX Corporation, a Nevada corporation (“ITEX” or the “Company”).  The address of ITEX’s principal executive office is 3625 132nd Ave. SE, Ste. 200, Bellevue, Washington  98006.

Item 2.  Identity and Background.

          The names, addresses, principal occupations or employment, involvement in certain legal proceedings, and citizenship of the person filing this statement is as follows:

          (a)          Collins M. Christensen

          (b)          511 Knight Bridge Lane, Sacramento, CA   95864

          (c)          Mr. Christensen is a real estate investor, and conducts business at Eagles Nest Partners, 6349 Auburn Blvd., Citrus Heights, CA  95621.

          (d)          Mr. Christensen, during the past five years, has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

          (e)          Mr. Christensen, during the last five years, has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in Mr. Christensen being at any time 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)          United States citizen

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

          Collins Christensen became an owner of over twelve percent (12%) of the outstanding shares of common stock of ITEX Corporation in October of 1999.  On October 20, 1999, ITEX acquired all of the outstanding stock of California Trade Exchange, Inc., a California corporation (“California Trade Exchange”), a company owned by Collins Christensen.  The acquisition was paid for through the issuance of 1,966,667 shares of ITEX’s restricted Common Stock to Mr. Christensen.  California Trade Exchange’s primary identifiable assets were accounts receivable, furniture and equipment, California Trade Exchange’s client lists and the right to service ITEX’s clients.  All other acquisitions by Mr. Christensen were purchases with his own funds or as compensation for services to the Company.  Mr. Christensen did not acquire beneficial ownership of any of the shares of common stock with borrowed funds.

Item 4.  Purpose of Transaction.

          Mr. Christensen acquired the shares of Common Stock for investment purposes only.  On July 30, 2004, Mr. Christensen sold 200,000 shares of common stock to the CEO of ITEX in a privately negotiated transaction.  On January 12, 2006, Mr. Christensen sold 250,000 shares of common stock to ITEX in a privately negotiated transaction.  On March 23, 2006, Mr. Christensen sold 300,000 shares of common stock to ITEX in a privately negotiated transaction.  Mr. Christensen will continue to evaluate his ownership and voting position in the Company and may consider the following future courses of action:

•

Mr. Christensen, subject to and depending upon availability at prices deemed favorable by Mr. Christensen, may purchase additional shares of ITEX’s Common Stock from time to time in the open market or in privately negotiated transactions with third parties.

Page 3 of 6


•

Further, while it is not the present intention of Mr. Christensen to do so, he reserves the right to dispose of additional shares of Common Stock held by him in the open market, in privately negotiated transactions with third parties or otherwise, depending upon market conditions and other factors.

          Mr. Christensen has no other current plans or proposals which relate to or would result in any of the following:

 

(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 ITEX or any of its subsidiaries;

 

 

 

 

(c)

A sale or  transfer  of a material  amount of assets of ITEX or any of its subsidiaries;

 

 

 

 

(d)

Any change in the present board of directors or management of ITEX, 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 ITEX;

 

 

 

 

(f)

Any other material change in ITEX’s business or corporate structure;

 

 

 

 

(g)

Changes in ITEX’s charter, bylaws or instruments corresponding thereto or other  actions which may impede the acquisition of control of ITEX by any person;

 

 

 

 

(h)

Causing a class of securities of ITEX 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 ITEX 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. Christensen may, at any time and from time to time, review or reconsider his position and formulate plans or proposals with respect thereto, but has no present intention of doing so.

Item 5.  Interest in Securities of the Issuer.

          (a) and (b)  Beneficial  Ownership.  The person filing this statement is the beneficial owner of the following numbers of shares of Company common stock which represent the indicated percentage of the 18,706,132 shares of common stock outstanding as of January 31, 2006:

Name

 

Shares
Beneficially
Owned

 

Percent
of Voting
Shares

 

 

 

 

Collins Christensen

 

 

1,359,130 (1

)

 

7.3

%

          (1)  Except pursuant to applicable community property laws, Mr. Christensen has sole, direct beneficial ownership of the shares, and exercises sole voting and investment power with respect to the shares.

Page 4 of 6


          (c)  Recent Transactions.  The following table identifies each transaction in Company common stock that was effected during the past 60 days by Collins Christensen:

Date of Transaction

 

 

Nature of Transaction

 

Number of
ITEX
Shares

 

Price
per share

 

 

  

 

 

 

January 12, 2006

 

 

Privately negotiated sale

 

 

250,000

 

$

.55

 

March 23, 2006

 

 

Privately negotiated sale

 

 

300,000

 

$

.55

 

          (d)  A portion of the Common Stock is owned by Mr. Christensen’s wife, Kira Christensen under California community property laws.  No other person is known, with respect to shares of Company common stock, to have the right to receive dividends or to have the power to direct the receipt of dividends or to receive or direct the receipt of proceeds from the sale of Company stock from any person filing this statement.

          (e)  Not applicable.

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

          There are no contracts, arrangements, understandings, or relationships (legal or otherwise) among the person filing this statement with respect to any securities of the Company, including, without limitation, the transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

Item 7.  Materials to be Filed as Exhibits.

              Not applicable

Page 5 of 6


SIGNATURES

          After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated:  March 23, 2006

 

 

/s/ Collins Christensen

 

 

Collins M. Christensen

 

Attention:

Intentional misstatements or omissions of fact constitute federal

 

 

criminal violations (see 18 U.S.C. 1001)

Page 6 of 6

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