- Statement of Beneficial Ownership (SC 13D)
04 Marzo 2009 - 12:25PM
Edgar (US Regulatory)
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OMB APPROVAL
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OMB Number: 3235-145
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Expires: February 28, 2009
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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.
)*
(Name of Issuer)
Common Stock ($0.01-2/3 par value)
(Title of Class of Securities)
749056107
(CUSIP Number)
Belgrave Investment Holdings Limited
13 Chelsea Embankment
London, England SW3 4LA
44-207-352-6007
(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 § §240.1 3d- l(e), 240.13d-l(f) or 240.13d-
l(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 persons 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).
Persons who respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB control number.
SCHEDULE 13_D
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1
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NAMES OF REPORTING PERSONS.
I.R.S. Identification Nos. of above persons (entities only).
BELGRAVE INVESTMENT HOLDINGS LIMITED
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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)
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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 KINGDOM
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7
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SOLE VOTING POWER
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NUMBER OF
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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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1,215,942
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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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WITH
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10
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SHARED DISPOSITIVE POWER
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1,215,942
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,215,942
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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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13.1%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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2
SCHEDULE 13_D
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1
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NAMES OF REPORTING PERSONS.
I.R.S. Identification Nos. of above persons (entities only).
LESLIE WELCH LAWSON
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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)
o
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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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AF
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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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U.S.A
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7
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SOLE VOTING POWER
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NUMBER OF
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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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1,215,942
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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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WITH
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10
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SHARED DISPOSITIVE POWER
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1,215,942
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,215,942
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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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13.1%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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3
SCHEDULE 13_D
Item 1.
Security and Issuer
.
The class of equity securities to which this Schedule 13D relates is the common stock, par
value $0.01-2/3 per share (the Common Shares), of Quixote Corporation, a Delaware
corporation (the Company). The principal executive offices of the Company are located at
35 East Wacker Drive, Chicago, Illinois 60601.
Item 2.
Identity and Background.
(a)(c) and (f) The names of the persons filing this statement on Schedule 13D are Belgrave
Investment Holdings Limited (Belgrave), a United Kingdom company, and Leslie Welch Lawson
(Ms. Lawson), a United States Citizen.
Belgrave is engaged in making investments in industrial companies. Leslie Welch Lawson owns
100% of the stock of Belgrave, and therefore is deemed to beneficially own the Company stock
held by Belgrave. Ms. Lawson is also Belgraves Director and has voting and investment
power with respect to all securities beneficially owned by Belgrave.
The principal office and business address of Belgrave and Ms. Lawson is 13 Chelsea
Embankment, London, England SW3 4LA.
(d)(e) Neither Belgrave nor Ms. Lawson has (a) been convicted in any criminal proceeding
(excluding traffic violations or similar misdemeanors) or (b) been a party to any civil
proceeding commenced before a judicial or administrative body of competent jurisdiction as a
result of which it/she was or is now 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 violations with respect to such laws.
Item 3.
Source and Amount of Funds or Other Consideration
.
All funds used to purchase the Common Shares on behalf of the Funds have come directly from
the assets of Belgrave. See Item 5 for further information.
Item 4.
Purpose of Transaction
.
Belgrave purchased the Common Shares of the Company reported on this Schedule 13D for
investment purposes. Belgrave intends to evaluate closely the performance of the Common
Shares of the Company, including, without limitation, analyzing and assessing the Companys
business, assets, operations, financial condition, capital structure, management and
prospects. Belgrave may, from time to time, evaluate various options in order to attempt to
influence the performance of the Company and the activities of its Board of Directors.
Depending on various factors, Belgrave may take such actions as it deems appropriate,
including, without limitation, (i) engaging in discussions with management and/or the Board
of Directors, (ii) communicating with other shareholders, (iii) making proposals to the
Company concerning the operations of the Company, (iv) purchasing additional securities of
the Company, (v) selling some or all of the securities of the Company, (vi) seeking to make
a significant equity investment in the Company, (vii) assisting in providing financing for
the company and/or formally requesting a seat on the Board of Directors, all in accordance
with applicable securities laws.
4
SCHEDULE 13_D
Item 5. Interest in Securities of the Issuer.
Based upon information set forth in the Companys most recent Quarterly Report on Form 10-Q,
as filed with the Securities and Exchange Commission on February 9, 2009, there were
9,248,179 Common Shares of the Company issued and outstanding as of January31, 2009.
As of February 19, 2009, Belgrave held 1,215,942 Common Shares of the Company, or 13.1% of
the Common Shares of the Company deemed issued and outstanding as of December 31, 2008.
The following table details all of the transactions in Common Shares of the Company, or
securities convertible into, exercisable for or exchangeable for Common Shares of the
Company, by the persons referenced in item 2 (each of which were effected by Belgrave in
ordinary brokerage transactions), during the sixty (60) day period on or prior to February
23, 2009;
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Date
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Type of
Transaction
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Number of Shares
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Security Type
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Price per
Share ($)
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01/23/09
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purchase
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53,936
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Common Shares
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$
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3.7036
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01/26/09
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purchase
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156,375
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Common Shares
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$
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3.8063
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01/28/09
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purchase
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69,323
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Common Shares
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$
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3.9897
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01/29/09
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purchase
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2,700
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Common Shares
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$
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4.0370
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02/02/09
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purchase
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2,228
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Common Shares
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$
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4.0449
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02/03/09
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purchase
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32,593
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Common Shares
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$
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4.0128
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02/05/09
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purchase
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108
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Common Shares
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$
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4.0463
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02/06/09
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purchase
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21,300
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Common Shares
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$
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4.0243
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02/09/09
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purchase
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77,052
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Common Shares
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$
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4.0100
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02/10/09
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purchase
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12,554
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Common Shares
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$
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4.0144
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02/12/09
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purchase
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11,450
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Common Shares
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$
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4.0144
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02/13/09
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purchase
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117,976
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Common Shares
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$
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4.0093
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02/17/09
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purchase
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23,347
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Common Shares
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$
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4.0142
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02/18/09
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purchase
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8,000
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Common Shares
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$
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4.0155
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02/19/09
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purchase
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627,000
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Common Shares
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$
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3.9042
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Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
.
Except as described herein, no contracts, arrangement, understandings or similar
relationships exist with respect to the securities of the Company between the persons
referenced in Item 2 of this Schedule 13D and any person or entity.
Item 7.
Material to be Filed as Exhibits
.
Not applicable.
5
SCHEDULE 13_D
SIGNATURE
After reasonable inquiry and to best of my knowledge and belief, I certify that the information set
forth in this statement is true, complete and correct.
Dated March 4, 2009
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Belgrave Investment Holdings Limited
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By:
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/s/ Leslie Welch Lawson
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Leslie Welch Lawson, Director
Belgrave Investments Holdings Limited
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By:
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/s/ Leslie Welch Lawson
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Leslie Welch Lawson
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6
Quixote (NASDAQ:QUIX)
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