-----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, WebugyyWaI7fYFbjhVC9EfBPorAZ4hT6UY9Kc+ZUDGRSMH7xu1kpRBXx4+7LhCkU VuG5UbfcQkKTraKem9+eKg== 0000906344-97-000082.txt : 19970626 0000906344-97-000082.hdr.sgml : 19970626 ACCESSION NUMBER: 0000906344-97-000082 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970625 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTELLIGENT ELECTRONICS INC CENTRAL INDEX KEY: 0000814430 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-COMPUTER & PERIPHERAL EQUIPMENT & SOFTWARE [5045] IRS NUMBER: 232208404 STATE OF INCORPORATION: PA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-39290 FILM NUMBER: 97629732 BUSINESS ADDRESS: STREET 1: 411 EAGLEVIEW BLVD CITY: EXTON STATE: PA ZIP: 19341 BUSINESS PHONE: 6104585500 MAIL ADDRESS: STREET 1: 411 EAGLEVIEW BLVD CITY: EXTON STATE: PA ZIP: 19341 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HOWARD RICE NEMEROVSKI CANADY FALK & RABKIN CENTRAL INDEX KEY: 0000906344 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 3 EMBARCADERO CTR 7TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111-4065 BUSINESS PHONE: 4154341600 FORMER COMPANY: FORMER CONFORMED NAME: HOWARD RICE NEMEROVSKI CANADY ROBERTSON & FALK DATE OF NAME CHANGE: 19930601 SC 13D 1 SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 INTELLIGENT ELECTRONICS, INC. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 458157104 (CUSIP Number) Mark D. Whatley Howard, Rice, Nemerovski, Canady, Falk & Rabkin, A Professional Corporation Three Embarcadero Center, Suite 700 San Francisco, CA 94111 (415) 434-1600 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 9, 1997 (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 [ ]. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) 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). Page 1 of 4 CUSIP No. 458157104 SCHEDULE 13D Page 2 of 4 1 Name of Reporting Person ASTORIA CAPITAL PARTNERS, L.P. IRS Identification No. of Above Person 94-3160631 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC USE ONLY 4 Source of Funds WC 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization California 7 Sole Voting Power 2,112,000 NUMBER OF SHARES 8 Shared Voting Power -0- BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 2,112,000 REPORTING PERSON WITH 10 Shared Dispositive Power -0- 11 Aggregate Amount Beneficially Owned by Each Reporting Person 2,112,000 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 5.4% 14 Type of Reporting Person PN CUSIP No. 458157104 SCHEDULE 13D Page 3 of 4 Item 1. Security and Issuer This Schedule 13D ("Schedule") relates to shares of common stock, $0.01 par value (the "Common Stock"), of Intelligent Electronics, Inc. (the "Issuer"). The principal executive office of the Issuer is 411 Eagleview Boulevard, Exton, Pennsylvania 19341. Item 2. Identity and Background This Schedule is filed on behalf of Astoria Capital Partners, L.P., whose principal business office address is 735 Second Avenue, San Francisco, California 94118. Astoria Capital Partners, L.P. is an investment limited partnership, whose general partners are Richard W. Koe and Astoria Capital Management, Inc. Astoria Capital Management, Inc. is an investment advisor registered as such with the SEC and in various states. Astoria Capital Management, Inc.'s president and sole shareholder is Richard W. Koe. The business address of Astoria Capital Management, Inc. and Richard W. Koe is 735 Second Avenue, San Francisco, California 94118. None of Astoria Capital Partners, L.P., Astoria Capital Management, Inc. or Richard W. Koe have, during the past five years, been convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors). None of Astoria Capital Partners, L.P., Astoria Capital Management, Inc. or Richard W. Koe have 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. Astoria Capital Partners, L.P. is a California limited partnership, Astoria Capital Management, Inc. is a California corporation and Richard W. Koe is a United States citizen. Item 3. Source and Amount of Funds or Other Consideration Funds for the purchases of Common Stock were obtained from the working capital of Astoria Capital Partners, L.P. Item 4. Purpose of Transaction. The purchases of Common Stock were made solely for investment purposes. Depending upon market conditions and other factors, Astoria Capital Partners, L.P. may acquire additional securities of the Issuer, or, alternatively, may dispose of some or all of the securities of the Issuer that it beneficially owns. CUSIP No. 458157104 SCHEDULE 13D Page 4 of 4 Item 5. Interest in Securities of the Issuer (a),(b) Reference is made hereby to Items 7-11 and 13 of page two (2) of this Schedule, which Items are incorporated by reference herein. Of the shares beneficially owned, all 2,112,000 shares are owned by Astoria Capital Partners, L.P. (c) Astoria Capital Partners, L.P. effected the following transactions through registered broker-dealers in the last sixty days: On April 30, 1997, purchased 100,000 shares of Common Stock at a price of $3.063 per share. On April 30, 1997, purchased 16,000 shares of Common Stock at a price of $3.094 per share. On May 1, 1997, purchased 100,000 shares of Common Stock at a price of $2.75 per share. On May 30, 1997, purchased 20,000 shares of Common Stock at a price of $2.688 per share. On June 6, 1997, purchased 13,500 shares of Common Stock at a price of $3.188 per share. On June 6, 1997, purchased 7,500 shares of Common Stock at a price of $3.251 per share. On June 9, 1997, purchased 100,000 shares of Common Stock at a price of $3.551 per share. On June 10, 1997, purchased 40,000 shares of Common Stock at a price of $3.218 per share. On June 12, 1997, purchased 12,500 shares of Common Stock at a price of $3.088 per share. On June 13, 1997, purchased 102,500 shares of Common Stock at a price of $3.188 per share. (d),(e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer None. Item 7. Material to be Filed as Exhibits None. Signatures 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. DATED: June 25, 1997. ASTORIA CAPITAL PARTNERS, L.P. /s/ Richard W. Koe ______________________________ By: Richard W. Koe Its: General Partner -----END PRIVACY-ENHANCED MESSAGE-----