-----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, NBy2Evo20hmGXoyr3wS1WnbUAlL2ob8yrBaP0UwSX9/txolnfs2W07pYEOOiOA7z C6BTc1QCuBXrqJz/x+PVYA== 0001098820-00-000003.txt : 20000202 0001098820-00-000003.hdr.sgml : 20000202 ACCESSION NUMBER: 0001098820-00-000003 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000121 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ILLINOIS SUPERCONDUCTOR CORPORATION 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: SEC FILE NUMBER: 005-45362 FILM NUMBER: 511312 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 STANDARD INDUSTRIAL CLASSIFICATION: [] 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 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* ILLINOIS SUPERCONDUCTOR CORP. - ----------------------------------------- (Name of Issuer) Common Stock - ----------------------------------------- (Title of Class Securities) 452284102 - ----------------------------------------- (CUSIP Number) David J. Allen, Esquire, 290 South County Farm Rd., Third Floor, Wheaton, IL 60187-4526 (630) 588-7200 - ----------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notice and Communications) January 18, 2000 - ----------------------------------------- (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-1(e), 240.13d-1(f) or 240.13d-1(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 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 8 PAGES 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Alexander Finance, L.P. 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) WC 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)/ / 6 CITIZENSHIP OR PLACE OR ORGANIZATION ILLINOIS LIMITED PARTNERSHIP 7 SOLE VOTING POWER NUMBER OF 33,232,835 SHARES SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH REPORTING 9 SOLE DISPOSITIVE POWER PERSON 33,232,835 SHARES WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 33,232,835 SHARES 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES(See Instructions)/ / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 63.8% 14 TYPE OF REPORTING PERSON* PN 3 Page 3 of 8 Pages Item 1. Security and Issuer This 13(d) amendment statement relates to the common stock, par value $.001 per share (the "Common Stock"), issued by Illinois Superconductor, Corp., a Delaware corporation (the "Company"), whose principal executive offices are located at 451 Kingston Court, MT. Prospect, IL 60056. Item 2. Identity and Background (a) The statement is filed by Alexander Finance, L.P., an Illinois limited partnership ("Alexander"). The foregoing person is hereafter referred to as the "Filer". Item 5. Interest in Securities of the Issuer. (a) Following the transactions described in 5(c) below, Alexander, if it exercised its options and warrants and converted its convertible notes, all as described below, would beneficially own an aggregate of 33,232,835 shares of Common Stock, constituting 63.8% of all of the outstanding shares of Common Stock, assuming no other investor exercises any options or warrants, or converted notes held by such investor. Alexander currently holds the following securities of the Issuer: - - $1,333,333 face amount of the Issuer's 6% Senior Convertible Notes due May 15, 2002 ("6% Notes") which, together with accrued interest thereon, are presently convertible into 5,591,998 shares of Common Stock, - - $1,177,778 face amount of the Issuer's 2% Senior Convertible Notes due May 15, 2002 ("2% Notes") which, together with accrued interest thereon, are presently convertible into 4,869,981 shares of Common Stock, - - $1,972,222 face amount of the Issuer's 2% Senior Convertible Notes due May 15, 2002 ("Amended 2% Notes") which, together with accrued interest thereon, are presently convertible into 8,409,992 shares of Common Stock, - - $888,888 face amount of the Issuer's 10% Notes due January 2, 2001 ("10% Notes") which are presently convertible into 3,604,440 shares of Common Stock, - - Warrants expiring on November 5, 2004 ($.25 strike price) presently exercisable for 355,556 shares of Common Stock ("10% Warrants"), - - Warrants expiring on March 31, 2002 ($.25 strike price) presently exercisable for 533,334 shares of Common Stock ("6% Warrants"), - - Warrants expiring on March 31, 2002 ($.25 strike price) presently exercisable for 888,889 shares of Common Stock ("Amended 2% Warrants"), - - Warrants expiring on May 15, 2001 ($.25 strike price) presently exercisable for 711,110 shares of Common Stock ("2% Warrants"), - - Option (the "Option") to purchase from the Issuer for $1,777,778 (i) 10% Warrants exercisable for 711,111 shares of Common Stock, and (ii) 10% Notes convertible into 7,111,111 shares of Common Stock. - - 445,311 shares of Common Stock 4 Page 4 of 8 Pages The amount of shares of Common Stock into which Alexander's convertible notes and warrants are each convertible or exchangeable is limited, pursuant to the terms of such instruments, to that amount which would result in Alexander and its affiliates having beneficial ownership of Common Stock not exceeding 9.9% of all of the outstanding shares of Common Stock, subject to Alexander's right to increase this percentage upon 61 days prior notice to the Company. As described in Schedule A, Alexander converted a portion of its 2% Notes into Common Stock. Because Alexander had previously reported its 2% Notes as if fully exercised and converted into Common Stock, the partial conversion of its 2% Notes did not change the beneficial ownership reporting of Alexander with respect to the Common Stock. (c) The transactions effected by the Filer during the past sixty (60) days are set forth on Schedule A excluding transactions previously reported in the Filer's previous Schedule 13(d) statement. (e) Not applicable. 7 Page 7 of 8 Pages SIGNATURES After reasonable inquiry and to the best of its knowledge and belief, the undersigned each certifies that the information with respect to it set forth in this statement is true, complete and correct. Dated: January 21, 2000 Alexander Finance, L.P. By:/s/ Bradford T. Whitmore ------------------------ Bradford T. Whitmore President: Bun Partners, Inc. Its: General Partner 8 Page 8 of 8 Pages SCHEDULE A TRADE ACTIVITY FOR ILLINOIS SUPERCONDUCTOR EFFECTED BY ALEXANDER
Amount of Shs. Price per Date Security Bought (Sold) Share 01/14/00 Common Stock (187,700) **** $2.14 01/18/00 2% Notes ($250,000)(face amt) *** 01/18/00 Common Stock 1,033,778 *** 01/18/00 Common Stock (855,000) **** $2.54 01/19/00 2% Notes ($250,000)(face amt) *** 01/19/00 Common Stock 1,033,833 *** 01/19/00 Common Stock (530,000) **** $2.93 01/20/00 Common Stock (148,000) **** $2.98 01/21/00 Common Stock (265,000) **** $2.87
*** The 2% Notes were converted into Common Stock. **** These were effected in open market transactions. -----END PRIVACY-ENHANCED MESSAGE-----