-----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, NyUD1l1gy66Hcsn4zBv0AMHbdGLryCuIKdeiPuysFIeMDuO798/MhjP7lsqjyiZ0 OToGLy1KaH/nmomgoO0SzQ== 0001098820-05-000004.txt : 20050808 0001098820-05-000004.hdr.sgml : 20050808 20050808162043 ACCESSION NUMBER: 0001098820-05-000004 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050808 DATE AS OF CHANGE: 20050808 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ISCO INTERNATIONAL INC CENTRAL INDEX KEY: 0000888693 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 363688459 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-45362 FILM NUMBER: 051006187 BUSINESS ADDRESS: STREET 1: 451 KINGSTON CT CITY: MOUNT PROSPECT STATE: IL ZIP: 60056 BUSINESS PHONE: 8473919400 MAIL ADDRESS: STREET 1: 451 KINGSTON COURT CITY: MT PROSPECT STATE: IL ZIP: 60056 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALEXANDER FINANCE LP CENTRAL INDEX KEY: 0001098820 IRS NUMBER: 364120401 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1560 SHERMAN AVE STREET 2: STE 900 CITY: EVANSTON STATE: IL ZIP: 60201 BUSINESS PHONE: 8477331230 MAIL ADDRESS: STREET 1: 1560 SHERMAN AVE STREET 2: STE 900 CITY: EVANSTON STATE: IL ZIP: 60201 SC 13D/A 1 is3d16.txt SCHEDULE 13D AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 16) ISCO International, Inc. (Name of Issuer) COMMON STOCK, par value $.001 (Title of Class of Securities) 46426P103 (CUSIP Number) Jerald A. Trannel 290 South County Farm Road, Third Floor Wheaton, Illinois 60187-4526 Telephone: (630) 588-7200 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 2, 2005 (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 Section 240.13d-l(e), 240.13d-l(f) or 240.13d-l(g), check the following box. [ ] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7(b) 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 ("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 Schedule 13D/A CUSIP No. 452284102 Page 2 of 7 Pages 1. Names of Reporting Person S.S. OR I.R.S. Identification No. of Above Persons Alexander Finance, LP 2. Check the Appropriate Box if a Member of a Group (See instructions) (a) [ ] (b) [ ] 3. SEC Use Only 4. Source of Funds (See instructions) 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6. Citizenship or Place of Organization Illinois Limited Partnership 7 Sole Voting Power Number of 32,898,179 Shares Beneficially 8 Shared Voting Power Owned by 0 Each Reporting 9 Sole Dispositive Power Person 32,898,179 With 10 Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 32,898,179 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See instructions) [ ] 13. Percent of Class Represented by Amount in Row (11) 18.0% 14. Type of Reporting Person (See instructions) PN 3 Schedule 13D/A CUSIP No. 452284102 Page 3 of 7 Pages 1. Names of Reporting Person S.S. OR I.R.S. Identification No. of Above Persons Grace Brothers, Ltd. 2. Check the Appropriate Box if a Member of a Group (See instructions) (a) [ ] (b) [ ] 3. SEC Use Only 4. Source of Funds (See instructions) 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6. Citizenship or Place of Organization Illinois Limited Partnership 7 Sole Voting Power Number of 11,000,000 Shares Beneficially 8 Shared Voting Power Owned by 0 Each Reporting 9 Sole Dispositive Power Person 11,000,000 With 10 Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 11,000,000 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See instructions) [ ] 13. Percent of Class Represented by Amount in Row (11) 6.0% 14. Type of Reporting Person (See instructions) PN 4 Schedule 13D/A CUSIP No. 46426P103 Page 4 of 7 Pages 1. Names of Reporting Person S.S. OR I.R.S. Identification No. of Above Persons Bun Partners, Inc. 2. Check the Appropriate Box if a Member of a Group (See instructions) (a) [ ] (b) [ ] 3. SEC Use Only 4. Source of Funds (See instructions) 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6. Citizenship or Place of Organization Illinois Limited Partnership 7 Sole Voting Power Number of 32,898,179 Shares Beneficially 8 Shared Voting Power Owned by 0 Each Reporting 9 Sole Dispositive Power Person 32,898,179 With 10 Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 32,898,179 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See instructions) [ ] 13. Percent of Class Represented by Amount in Row (11) 18.0% 14. Type of Reporting Person (See instructions) CO 5 Schedule 13D/A CUSIP No. 46426P103 Page 5 of 7 Pages 1. Names of Reporting Person S.S. OR I.R.S. Identification No. of Above Persons Spurgeon Corporation 2. Check the Appropriate Box if a Member of a Group (See instructions) (a) [ ] (b) [ ] 3. SEC Use Only 4. Source of Funds (See instructions) 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6. Citizenship or Place of Organization Illinois Limited Partnership 7 Sole Voting Power Number of 43,898,179 Shares Beneficially 8 Shared Voting Power Owned by 0 Each Reporting 9 Sole Dispositive Power Person 43,898,179 With 10 Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 43,898,179 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See instructions) [ ] 13. Percent of Class Represented by Amount in Row (11) 24.0% 14. Type of Reporting Person (See instructions) CO 6 Schedule 13D/A CUSIP No. 46426P103 Page 6 of 8 Pages 1. Names of Reporting Person S.S. OR I.R.S. Identification No. of Above Persons Bradford T. Whitmore 2. Check the Appropriate Box if a Member of a Group (See instructions) (a) [ ] (b) [ ] 3. SEC Use Only 4. Source of Funds (See instructions) 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6. Citizenship or Place of Organization Illinois Limited Partnership 7 Sole Voting Power Number of 43,898,179 Shares Beneficially 8 Shared Voting Power Owned by 0 Each Reporting 9 Sole Dispositive Power Person 43,898,179 With 10 Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 43,898,179 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See instructions) [ ] 13. Percent of Class Represented by Amount in Row (11) 24.0% 14. Type of Reporting Person (See instructions) IN 7 Schedule 13D/A CUSIP No. 46426P103 Page 7 of 8 Pages The undersigned, Alexander Finance, L.P. ("Alexander") hereby amends its Schedule 13D as filed on November 12, 1999 and as previously amended (the "Schedule 13D") relating to the Common Stock of ISCO International, Inc. Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meaning as set forth in the Schedule 13D. Except as set forth herein, the Schedule 13D, as previously amended, remains unchanged. Item 1. Security and Issuer This statement relates to the common stock, par value $.001 per share (the "Common Stock"), issued by ISCO International, Inc. a Delaware corporation (the "Company"), whose principal executive offices are located at 1001 Cambridge Dr., Elk Grove, IL 60007. Item 2. Identity and Background (a) The statement is filed by Alexander Finance, L.P., an Illinois limited partnership ("Alexander") and Grace Brothers, Ltd., an Illinois limited partnership ("Grace"). The foregoing persons are hereafter referred to as the "Filers". Bun Partners, Inc., ("Bun") and Spurgeon Corporation ("Spurgeon") are the general partners of Alexander. Bun is wholly owned by Bradford T. Whitmore ("Whitmore"). Whitmore and Spurgeon are the general partners of Grace. (b) The business address of Grace and Whitmore is 1560 Sherman Avenue, Suite 900, Evanston, Illinois 60201. The business address of Bun is 1560 Sherman Avenue, Suite 900, Evanston, Illinois 60201. The business address of Spurgeon is 290 South County Farm Road, Third Floor, Wheaton, Illinois 60187. (c) The principal business of Alexander is to invest in securities. The principal business of Bun is that of being a general partner of several investment partnerships. The principal business of Grace is to purchase, sell, invest and trade in securities. Whitmore's principal occupation is that of being a general partner of Grace. The principal business of Spurgeon is that of being a general partner of Grace. (d) None of the persons referred to in this Item 2 has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) None of the persons referred to in this Item 2 has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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. (f) Grace is an Illinois limited partnership and Spurgeon and Bun are Illinois Corporations. Whitmore is a citizen of the United States. Item 3. Source and Amount of Funds The Common Stock beneficially owned by Alexander and Grace was purchased with working capital and partnership funds. Item 4. Purpose of Transaction On July 25, 2005, Grace entered into a Securities Purchase Agreement with the Company pursuant to which it agreed to purchase 10,000,000 common shares of the Company for a purchase price of $.22 per share. The closing of this purchase was August 2, 2005. In addition, on July 25, 2005, Alexander entered into an Amendment to and Waiver Under Loan Documents, pursuant to which it agreed to extend the maturity date of its currently outstanding Loan it has with the Company. The maturity was extended from April 1, 2006 to August 1, 2007. Also, Alexander agreed to waive a provision of the Loan agreement whereby it would be entitled to receive the proceeds of this common share offering to prepay the outstanding debt. For further information relating to these Agreements, reference is made to the Company's Report on Form 8-K filed on July 26, 2005 and the exhibits thereto. Item 5. Interest in Securities of the Issuer (a) As of the date of this Amendment: (i) Alexander beneficially owns 32,898,179 shares of Common Stock directly; (ii) Grace beneficially owns 11,000,000 shares of Common Stock directly; (iii) Spurgeon beneficially owns 43,898,179 shares of Common Stock indirectly as the general partner of Alexander and Grace; (iv) Bun beneficially owns 32,898,179 shares of Common Stock indirectly as the general partner of Alexander; (v) Whitmore beneficially owns 43,898,179 shares of Common Stock indirectly as the owner of Bun and the general partner of Grace. (b) The information contained in table form in Rows 7 through 11 on each of pages 2 through 6 hereof, which relates to the beneficial ownership, voting and disposition of Shares, is hereby incorporated by reference. (c) The transactions effected by the Filer during the past sixty (60) days are set forth on Schedule A. (d) No person other than the filers is known to have the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of such shares of Common Stock beneficially owned by the Filers. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with respect to Securities of the Issuer Except as described herein, there are no contracts, arrangements, understandings or other relationships with respect to any securities of the Company. Item 7. Items to be filed as Exhibits. none 8 Schedule 13D/A CUSIP No. 46426P103 Page 8 of 8 Pages SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: August 8, 2005 Alexander Finance, LP By: /s/ Bradford T. Whitmore Name: Bradford T. Whitmore President: Bun Partners, Inc. Its: General Partner Grace Brothers, Ltd. By: /s/ Bradford T. Whitmore Name: Bradford T. Whitmore Its: General Partner Bun Partners, Inc. By: /s/ Bradford T. Whitmore Name: Bradford T. Whitmore Its: President Spurgeon Corporation By: /s/ Jerald A. Trannel Name: Jerald A. Trannel Its: Vice President Bradford T. Whitmore By: /s/ Bradford T. Whitmore Name: Bradford T. Whitmore SCHEDULE A TRANSACTION ACTIVITY FOR ISCO INTERNATIONAL, INC. EFFECTED BY GRACE BROTHERS, LTD. FOR THE PERIOD ENDING JULY 28, 2005.
Amount of Shares Purchased Price per Date Security From Company Share 07/25/2005 Common Stock 10,000,000 $.22 Amount of Shares Purchased In the Third Price per Date Security Market Share 07/26/2005 Common Stock 738,150 $.26 07/26/2005 Common Stock 238,650 $.25 07/26/2005 Common Stock 23,200 $.24
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