-----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, OftN7w08hHgwK5BjUJ3BZTU77/MyEgh4GnrOOaE/97otCUOIq1KLp5jvJi7olxms UrjsyC4FbJ9ioZIUsnPaCA== 0001140361-10-040328.txt : 20101006 0001140361-10-040328.hdr.sgml : 20101006 20101006172550 ACCESSION NUMBER: 0001140361-10-040328 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101004 FILED AS OF DATE: 20101006 DATE AS OF CHANGE: 20101006 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JACOBS JOSEPH CENTRAL INDEX KEY: 0001048485 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33793 FILM NUMBER: 101112404 MAIL ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ICX TECHNOLOGIES INC CENTRAL INDEX KEY: 0001334303 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 770619113 BUSINESS ADDRESS: STREET 1: 2100 CRYSTAL DRIVE STREET 2: SUITE 650 CITY: ARLINGTON STATE: VA ZIP: 22202 BUSINESS PHONE: 7036782114 MAIL ADDRESS: STREET 1: 2100 CRYSTAL DRIVE STREET 2: SUITE 650 CITY: ARLINGTON STATE: VA ZIP: 22202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DAVIDSON CHARLES E CENTRAL INDEX KEY: 0001001391 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33793 FILM NUMBER: 101112405 MAIL ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: 411 WEST PUTNAM AVE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WEXFORD CAPITAL LP CENTRAL INDEX KEY: 0001048462 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33793 FILM NUMBER: 101112406 BUSINESS ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038627000 MAIL ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: WEXFORD CAPITAL LLC DATE OF NAME CHANGE: 20000817 FORMER NAME: FORMER CONFORMED NAME: WEXFORD MANAGEMENT LLC DATE OF NAME CHANGE: 19971024 4 1 doc1.xml FORM 4 X0303 4 2010-10-04 1 0001334303 ICX TECHNOLOGIES INC ICXT 0001048462 WEXFORD CAPITAL LP 411 WEST PUTNAM AVENUE SUITE 125 GREENWICH CT 06830 1 0 1 0 0001001391 DAVIDSON CHARLES E C/O WEXFORD CAPITAL LP 411 WEST PUTNAM AVE. GREENWICH CT 06830 0 0 1 0 0001048485 JACOBS JOSEPH C/O WEXFORD CAPITAL LP 411 WEST PUTNAM AVENUE, SUITE 125 GREENWICH CT 06830 1 0 0 0 Common Stock 2010-10-04 4 U 0 16876166 7.55 D 0 I DP1 LLC Common Stock 2010-10-04 4 U 0 2677056 7.55 D 0 I Valentis SB, L.P. Common Stock 2010-10-04 4 U 0 1000000 7.55 D 0 I Wexford Spectrum Investors LLC Common Stock 2010-10-04 4 U 0 670000 7.55 D 0 I Wexford Catalyst Investors LLC Common Stock 2010-10-04 4 U 0 260000 7.55 D 0 I Debello Investors LLC Stock Options (Right to Buy) 5.05 2010-10-04 4 D 0 1500 D 2019-09-02 Common Stock 1500 0 I See Footnote Stock Options (Right to Buy) 5.36 2010-10-04 4 D 0 424 D 2016-02-01 Common Stock 424 0 I See Footnote Stock Options (Right to Buy) 5.36 2010-10-04 4 D 0 942 D 2018-02-27 Common Stock 942 0 I See Footnote Warrant 5.36 2010-10-04 4 D 0 127250 D 2016-02-03 Common Stock 127250 0 I See Footnote Prior to the merger of Indicator Merger Sub, Inc. with and into ICx Technologies, Inc., these securities were owned directly by DP1 LLC, Valentis SB, L.P., Wexford Spectrum Investors LLC, Wexford Catalyst Investors LLC and Debello Investors LLC (the "Companies"). Wexford Capital LP ("Wexford"), as the manager or investment manager of the Companies may have been deemed to beneficially own all the securities which were owned by the Companies. Charles E. Davidson ("Davidson") and Joseph M. Jacobs ("Jacobs") as the managing members of Wexford's general partner may also have been deemed to beneficially own the securities. Wexford, Davidson and Jacobs each disclaim beneficial ownership of securities held by the Companies and this report shall not be deemed as an admission that they are the beneficial owners of such securities except in the case of Davidson and Jacobs to the extent of their interests in the Companies. These options were assigned by Jacobs to Wexford and were cancelled in the merger of Indicator Merger Sub, Inc. with and into ICx Technologies, Inc. for a cash payment per underlying share equal to the difference between the exercise price of the option and $7.55. Prior to the merger of Indicator Merger Sub, Inc. with and into ICx Technologies, Inc., the warrant was owned directly by Valentis SB, L.P. ("Valentis"). Wexford, as the investment manager of Valentis may have been deemed to beneficially own the warrant owned by Valentis. Davidson and Jacobs as the managing members of Wexford's general partner may also have been deemed to beneficially own the warrant. Wexford, Davidson and Jacobs each disclaim beneficial ownership of the warrant held by Valentis and this report shall not be deemed as an admission that they are the beneficial owners of such warrant except in the case of Davidson and Jacobs to the extent of their interests in Valentis. The warrant was cancelled in the merger of Indicator Merger Sub, Inc. with and into ICx Technologies, Inc. for a cash payment per underlying share equal to the difference between the exercise price of the warrant and $7.55. Arthur Amron, Partner and Secretary of Wexford Capital LP 2010-10-06 Charles E. Davidson 2010-10-06 Joseph M. Jacobs 2010-10-06 -----END PRIVACY-ENHANCED MESSAGE-----