SC 13D 1 c48475sc13d.htm SCHEDULE 13D sc13d
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ____)*
PHOTOMEDEX, INC.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
719358103
(CUSIP Number)
James W. Sight
8500 College Boulevard
Overland Park, Kansas 66210
(913) 362-9133
with a copy to:
Jacob W. Bayer, Jr., Esq.
Shughart, Thomson & Kilroy, P.C.
120 W. 12th Street, Suite 1600
Kansas City, Missouri 64105
(816) 374-0555
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 22, 2008
(Date of Event Which Requires Filing of this Statement)
If the filing person has previous 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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-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 § 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 the disclosures provided in a prior cover page.
The information required in 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).
 
 

 

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CUSIP No.
  
719358103 
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1   NAMES OF REPORTING PERSONS.
I.R.S. Identification Nos. of above persons (entities only).

James W. Sight
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  PF
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States of America
       
  7   SOLE VOTING POWER
     
NUMBER OF   3,535,000
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   0
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   3,535,000
       
WITH 10   SHARED DISPOSITIVE POWER
     
    0
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  3,535,000
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  5.6%*
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
* Based on 63,032,207 shares issued and outstanding as of November 7, 2008, pursuant to the Corporation’s Form 10Q for the quarterly period ending September 30, 2008.

 

TABLE OF CONTENTS

Item 1. Security and Issuer
Item 2. Identity and Background
Item 3. Source and Amount of Funds or Other Consideration
Item 4. Purpose of Transaction
Item 5. Interest in Securities of Issuer
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Item 7. Material to Be Filed as Exhibits
SIGNATURE

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Item 1. Security and Issuer
     (a) Security:
           Common Stock, $.01 par value per share (the “Shares”)
     (b) Name of Issuer:
           PhotoMedex, Inc., a Delaware corporation (the “Company”)
     (b) Address of Issuer’s Principal Executive Offices:
           147 Keystone Drive, Montgomeryville, Pennsylvania 18936
Item 2. Identity and Background
     (a) Name of Person Filing:
           James W. Sight (“Sight”)
     (b) Residence or Business Address:
           8500 College Blvd., Overland Park, Kansas 66210
     (c) Sight’s principal occupation is a securities trader and his business address is listed in Item 2(b) above which is incorporated herein by this reference.
     (d) Sight has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the last five years.
     (e) Sight was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction during the last five years.
     (f) Citizenship:
           United States of America
Item 3. Source and Amount of Funds or Other Consideration
     Sight has purchased a total of 3,535,000 Shares for an aggregate price of $3,143,092.56 in multiple open-market transactions from November of 2005 through December 29, 2008, using personal funds.
Item 4. Purpose of Transaction
     Sight fully supports the Photo Therapeutics transaction and reverse stock split as outlined in the Company’s Proxy Statement dated December 17, 2008. Sight has been supportive of this management team for the last several years in their efforts to position the Company. However, with the completion of the Photo Therapeutics transaction, Sight expects the focus of the Company to not only integrate the two companies but also enhance stockholder value. The continued erosion of the stock price is unacceptable.

 

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Sight believes that the Company should allocate future cash flows to share repurchases if the stock continues to trade below the market value of the Company.
     Other than as described herein, at the present time, Sight has no definitive plans or made any formal proposals relating to the acquisition of additional securities of the Company or the disposition of securities of the Company. In addition, Sight has no plans to alter the Company’s current policies and plans with respect to: any extraordinary corporate transactions such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; sale or transfer of a material amount of assets of the Company or any of its subsidiaries; any change in the present Board of Directors or management of the Company, including any plans or proposals to change the number or term of Directors or to fill any existing vacancies on the Board; any material change in the present capitalization or dividend policy of the company; any other material change in the Company’s business or corporate structure; changes in the Company’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person; causing the Shares to be delisted or cease to be authorized for quotation on the NASDAQ or to be eligible for termination of registration under Sectio 12 of the Exchange Act, or any other similar action.
Item 5. Interest in Securities of Issuer
     (a) See response corresponding to Row 11 of the Cover Page for the aggregate number of Shares beneficially owned by Sight, which is incorporated herein by reference. See response corresponding to Row 13 of the Cover Page for the percentage of Shares owned by Sight, which is incorporated herein by reference.
     (b) See response corresponding to Rows 7-10 of the Cover Page for the number of shares as to which Sight has sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct or to direct the disposition, and shared power to dispose or to direct the disposition, which responses are incorporated herein by reference.
     (c) During the 60-day period beginning November 1, 2008, through December 30, 2008, Sight has effected the following Share transactions, each via the NASDAQ:
                 
Date of Acquisition:   No. of Shares:   Price per Share:
11/26/08
     125,000     $ 0.20  
12/04/08
     100,000     $ 0.20  
12/9/08
     100,000     $ 0.22  
12/11/08
     50,000     $ 0.21  
12/16/08
     149,200     $ 0.21  
12/18/08
     36,100     $ 0.20  
12/19/08
     16,411     $ 0.19  
12/22/08
     550,000     $ 0.18  
12/29/08
     33,289     $ 0.23  
     (d) No person 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 securities.
     (e) N/A

 

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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
     N/A
Item 7. Material to Be Filed as Exhibits
     N/A

 

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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.
         
 
  December 30, 2008    
 
 
 
Date 		   
 
        
 
  /s/ James W. Sight
 
    
 
  Signature    
 
        
 
  James W. Sight
 
    
 
  Name/Title