Quipp Inc - Amended Statement of Beneficial Ownership (SC 13D/A)
18 April 2008 - 6:30AM
Edgar (US Regulatory)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act
of 1934
(Amendment No. 3 )*
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
(CUSIP Number)
Frederick W. Dreher, Esquire
John W. Kauffman,
Esquire
Duane Morris LLP
30 South 17th Street
Philadelphia, PA 19103;
telephone: 215-979-1234
(Name, Address and Telephone Number
of Person Authorized to
Receive Notices and Communications)
(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 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 Rule 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).
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1
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NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Henry Partners, L.P.
I.R.S. I.D. No. 23-2888396
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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7
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SOLE VOTING POWER
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NUMBER OF
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58,600 shares
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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58,600 shares
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WITH
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
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58,600 shares
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
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4.0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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2
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1
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NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Matthew Partners, L.P.
I.R.S. I.D. No. 23-3063303
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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7
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SOLE VOTING POWER
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NUMBER OF
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26,400 shares
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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26,400 shares
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WITH
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
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26,400 shares
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
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1.8%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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3
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1
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NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Henry Investment Trust, L.P.
I.R.S. I.D. No. 23-2887157
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Pennsylvania
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7
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SOLE VOTING POWER
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NUMBER OF
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85,000 shares*
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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85,000 shares*
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WITH
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
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85,000 shares
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
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5.8%*
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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*NOTE: Henry Investment Trust,
L.P. is the sole general partner of each of Henry Partners, L.P. and Matthew
Partners, L.P.
4
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CUSIP
No.
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CUSIP No.
748802105
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1
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NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
David W. Wright
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
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(a)
þ
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(b)
o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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7
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SOLE VOTING POWER
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NUMBER OF
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85,000 shares*
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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85,000 shares*
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WITH
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
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85,000 shares
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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þ
(see stock option description in Item 5(c) of Amendment No. 1)
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
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5.8%*
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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*NOTE: David W. Wright is the
President of Canine Partners, LLC, which is the sole general partner of Henry
Investment Trust, L.P. Henry Investment Trust, L.P. is the sole general partner
of each of Henry Partners, L.P. and Matthew Partners, L.P.
5
This filing constitutes Amendment No. 3 to the Schedule 13D filed by Henry Partners, L.P., Matthew
Partners, L.P., Henry Investment Trust, L.P. and David W. Wright (collectively, the “Reporting
Persons”) with the Securities and Exchange Commission (the “SEC”). The following items of the
Schedule 13D are restated or amended and restated:
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Item 4
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Purpose of the Transaction
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The Reporting Persons are filing this Amendment No. 3 to report recent transactions effected
by them in the common stock of the Issuer. Reporting Persons may continue to buy or sell shares of
common stock of the Issuer depending on factors relating to Reporting Persons’ investment goals,
the general state of the financial markets, public announcements regarding the Issuer, its
financial results, its announced pending acquisition and market prices of the Issuer’s common
stock.
No Reporting Person has any present plan or proposal which would relate to or result in any of
the matters set forth in subparagraphs (a) — (j) of Item 4 of Schedule 13D, except as set forth
herein.
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Item 5
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Interest in Securities of the Issuer
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(a)-(b)
The aggregate percentage of Shares reported owned by each person named herein is based upon
1,477,746 Shares outstanding, which is the total number of Shares outstanding as reported in the
Issuer’s Quarterly Report on Form 10-K for the fiscal year ended December 31, 2007.
As of April 15, 2008, Henry beneficially owned 58,600 Shares, constituting approximately 4.0%
of the Shares outstanding, and Matthew beneficially owned 26,400 Shares, constituting approximately
1.8% of the Shares outstanding, for an aggregate combined ownership for both Henry and Matthew of
85,000 Shares, constituting 5.8% of the Shares outstanding. Mr. Wright, as President of Canine,
the sole general partner of HIT, which is the sole general partner of each of Henry and Matthew,
has the authority to vote and dispose of such Shares.
(c) The following is a list of all transactions in the Issuer’s Shares during the past sixty
days by the Reporting Persons. All of such transactions were effected in the open market.
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No. of Shares
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Sale Price
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Name of Purchaser
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Date of Sale
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Sold
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Per Share
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Henry
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4/15/2008
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41,400
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$
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5.00
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Matthew
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4/15/2008
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18,600
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$
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5.00
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HIT and Mr. Wright disclaim beneficial ownership of the securities held by Henry and Matthew,
except to the extent of any pecuniary interest therein.
(d) No person other than the Reporting Persons is known to have the right to receive, or the
power to direct the receipt of dividends from, or proceeds from the sale of, such Shares.
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Item 6
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
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There are no contracts, arrangements or understandings among the persons named in Item 2, or
among the persons named in Item 2 and any other person, with respect to the securities of the
Issuer.
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Item 7
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Material To Be Filed As Exhibits
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None.
SIGNATURE
After reasonable inquiry and to the best of the undersigneds’ knowledge and belief, each of
the undersigned certifies that the information set forth in this statement is true, complete and
correct.
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HENRY
PARTNERS, L.P., by its General
Partner, HENRY INVESTMENT
TRUST, L.P.,
by its General Partner, CANINE PARTNERS,
LLC
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Date: April 17, 2008
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By:
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/s/ David W. Wright
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David W. Wright,
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President
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MATTHEW PARTNERS, L.P., by its
General
Partner, HENRY
INVESTMENT TRUST, L.P.,
by its General Partner, CANINE
PARTNERS,
LLC
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Date: April 17, 2008
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By:
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/s/ David W. Wright
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David W. Wright,
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President
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HENRY INVESTMENT TRUST, L.P., by its
General Partner, CANINE PARTNERS, LLC
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Date: April 17, 2008
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By:
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/s/ David W. Wright
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David W. Wright,
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President
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Date: April 17, 2008
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/s/ David W. Wright
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David W. Wright
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