Amended Statement of Ownership (sc 13g/a)
February 13 2017 - 4:06PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE
13G
Information
Statement Pursuant to Rules 13d-1 and 13d-2
Under the
Securities Exchange Act of 1934
(Amendment
No. 2)*
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Enerpulse
Technologies, Inc.
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(Name
of Issuer)
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Common
Stock, $0.001 par value
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|
(Title
of Class of Securities)
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29278A101
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(CUSIP
Number)
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December
31, 2016
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(Date
of Event which requires Filing of this Statement)
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Check
the appropriate box to designate the rule pursuant to which this
Schedule is filed;
☐
Rule 13d-1(b)
☐
Rule 13d-1(c)
☑
Rule 13d-1(d)
* 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 at section of the Act but
shall be subject to all other provisions of the Act (however, see
the Notes).
CUSIP
No. 29278A101
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1. Names
of Reporting Persons: Globis Capital Partners, L.P.
I.R.S.
Identification Nos. of above persons (entities only):
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2. Check
the Appropriate Box if a member of a Group (See
instructions)
(a) ☐
(b) ☒
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3. SEC
Use Only
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4. Citizenship
or Place of Organization: Delaware
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Number
of Shares Beneficially by Owned by Each Reporting Person
with:
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5. Sole
Voting Power: 0
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6. Shared
Voting Power: 513,779
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7. Sole
Dispositive Power: 0
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8. Shared
Dispositive Power: 513,779
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9. Aggregate
Amount Beneficially Owned by Each Reporting Person:
513,779
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10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) ☐
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11.
Percent of Class Represented by Amount in Row (9):
1.5%
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12.
Type of Reporting Person (See Instructions) PN
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CUSIP
No. 29278A101
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1. Names
of Reporting Persons: Globis Capital Advisors, L.L.C.
I.R.S.
Identification Nos. of above persons (entities only):
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|
2. Check
the Appropriate Box if a member of a Group (See
instructions)
(a) ☐
(b) ☒
|
|
3. SEC
Use Only
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4. Citizenship
or Place of Organization: Delaware
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|
Number
of Shares Beneficially by Owned by Each Reporting Person
with:
|
5. Sole
Voting Power: 0
|
|
6. Shared
Voting Power: 513,779
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|
7. Sole
Dispositive Power: 0
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8. Shared
Dispositive Power: 513,779
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|
9. Aggregate
Amount Beneficially Owned by Each Reporting Person:
513,779
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10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) ☐
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|
11.
Percent of Class Represented by Amount in Row (9):
1.5%
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|
12.
Type of Reporting Person (See Instructions) OO
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CUSIP
No. 29278A101
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1. Names
of Reporting Persons: Globis Overseas Fund, Ltd.
I.R.S.
Identification Nos. of above persons (entities only):
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|
2. Check
the Appropriate Box if a member of a Group (See
instructions)
(a) ☐
(b) ☒
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3. SEC
Use Only
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4. Citizenship
or Place of Organization: Cayman Islands
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Number
of Shares Beneficially by Owned by Each Reporting Person
with:
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5. Sole
Voting Power: 0
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6. Shared
Voting Power: 173,701
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7. Sole
Dispositive Power: 0
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8. Shared
Dispositive Power: 173,701
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9. Aggregate
Amount Beneficially Owned by Each Reporting Person:
173,701
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10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) ☐
|
|
11.
Percent of Class Represented by Amount in Row (9):
0.5%
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12.
Type of Reporting Person (See Instructions) OO
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CUSIP
No. 29278A101
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1. Names
of Reporting Persons: Globis Capital Management, L.P.
I.R.S.
Identification Nos. of above persons (entities only):
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|
2. Check
the Appropriate Box if a member of a Group (See
instructions)
(a) ☐
(b) ☒
|
|
3. SEC
Use Only
|
|
4. Citizenship
or Place of Organization: Delaware
|
|
Number
of Shares Beneficially by Owned by Each Reporting Person
with:
|
5. Sole
Voting Power: 0
|
|
6. Shared
Voting Power: 687,480
|
|
7. Sole
Dispositive Power: 0
|
|
8. Shared
Dispositive Power: 687,480
|
|
9. Aggregate
Amount Beneficially Owned by Each Reporting Person:
687,480
|
|
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) ☐
|
|
11.
Percent of Class Represented by Amount in Row (9):
2.1%
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12.
Type of Reporting Person (See Instructions) PN
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CUSIP
No. 29278A101
|
1. Names
of Reporting Persons: Globis Capital, L.L.C.
I.R.S.
Identification Nos. of above persons (entities only):
|
|
2. Check
the Appropriate Box if a member of a Group (See
instructions)
(a) ☐
(b) ☒
|
|
3. SEC
Use Only
|
|
4. Citizenship
or Place of Organization: Delaware
|
|
Number
of Shares Beneficially by Owned by Each Reporting Person
with:
|
5. Sole
Voting Power: 0
|
|
6. Shared
Voting Power: 687,480
|
|
7. Sole
Dispositive Power: 0
|
|
8. Shared
Dispositive Power: 687,480
|
|
9. Aggregate
Amount Beneficially Owned by Each Reporting Person:
687,480
|
|
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) ☐
|
|
11.
Percent of Class Represented by Amount in Row (9):
2.1%
|
|
12.
Type of Reporting Person (See Instructions) OO
|
CUSIP
No. 29278A101
|
1. Names
of Reporting Persons: Globis Asia, L.L.C.
I.R.S.
Identification Nos. of above persons (entities only):
|
|
2. Check
the Appropriate Box if a member of a Group (See
instructions)
(a) ☐
(b) ☒
|
|
3. SEC
Use Only
|
|
4. Citizenship
or Place of Organization: Delaware
|
|
Number
of Shares Beneficially by Owned by Each Reporting Person
with:
|
5. Sole
Voting Power: 0
|
|
6. Shared
Voting Power: 981,567
|
|
7. Sole
Dispositive Power: 0
|
|
8. Shared
Dispositive Power: 981,567
|
|
9. Aggregate
Amount Beneficially Owned by Each Reporting Person:
981,567
|
|
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) ☐
|
|
11.
Percent of Class Represented by Amount in Row (9):
3.0%
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12.
Type of Reporting Person (See Instructions) OO
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CUSIP
No. 29278A101
|
1. Names
of Reporting Persons: Paul Packer
I.R.S.
Identification Nos. of above persons (entities only):
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|
2. Check
the Appropriate Box if a member of a Group (See
instructions)
(a) ☐
(b) ☒
|
|
3. SEC
Use Only
|
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4. Citizenship
or Place of Organization: United States
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Number
of Shares Beneficially by Owned by Each Reporting Person
with:
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5. Sole
Voting Power: 0
|
|
6. Shared
Voting Power: 1,669,047
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|
7. Sole
Dispositive Power: 0
|
|
8. Shared
Dispositive Power: 1,669,047
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9. Aggregate
Amount Beneficially Owned by Each Reporting Person:
1,669,047
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10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) ☐
|
|
11.
Percent of Class Represented by Amount in Row (9):
4.99%
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12.
Type of Reporting Person (See Instructions) IN
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The
above amounts do not include the following: (i) 15,747 shares of
common stock that may be purchased by Globis Overseas Fund, Ltd.
upon the exercise of warrants, (ii) 2,000,000 shares of common
stock issuable upon conversion of convertible debt held by Globis
Capital Partners, L.P. and (iii) 500,000 shares of common stock
issuable upon conversion of convertible debt held by Globis
Overseas Fund, Ltd. These shares of common stock are excluded
because the warrants and convertible debt contain provisions that
block exercise if such exercise will result in the holder having
beneficial ownership of more than 4.99% of common
stock.
Enerpulse
Technologies, Inc.
(b)
Address of
Issuer’s Principal Executive Offices:
2451 Alamo Ave SE
Albuquerque, NM 87106
(a)
Name
of Person Filing:
This
Schedule 13G is being jointly filed by each of the following
persons pursuant to Rule 13d-1 promulgated by the Securities and
Exchange Commission pursuant to Section 13 of the Securities
Exchange Act of 1934, as amended (the
“Act”):
(i)
Globis Capital
Partners, L.P., a Delaware limited partnership ("Globis Partners"),
with respect to shares of Common Stock (as defined in Item 2(d)
below) directly held by it;
(ii)
Globis Capital
Advisors, L.L.C., a Delaware limited liability company ("Globis
Advisors"), serves as the general partner of Globis Partners, with
respect to shares of Common Stock directly held by Globis
Partners;
(iii)
Globis Overseas
Fund, Ltd., a Cayman Islands exempted company ("Globis Overseas"),
with respect to shares of Common Stock directly held by
it;
(iv)
Globis Capital
Management, L.P., a Delaware limited partnership (the "Investment
Manager"), which serves as investment manager to, and has
investment discretion over the securities held by, Globis Partners
and Globis Overseas, with respect to shares of Common Stock
directly held by Globis Partners and Globis Overseas;
(v)
Globis Capital,
L.L.C., a Delaware limited liability company ("GC"), which serves
as the general partner of the Investment Manager, with respect to
shares of Common Stock directly held by Globis Partners and Globis
Overseas;
(vi)
Globis Asia,
L.L.C., a Delaware limited liability company (“Globis
Asia”) with respect to shares of Common Stock directly held
by it; and
(vii)
Mr. Paul Packer
("Mr. Packer"), who is the Managing Member of Globis Advisors, GC,
and Globis Asia with respect to shares of Common Stock directly
held by Globis Partners, Globis Overseas and Globis
Asia.
Globis
Partners, Globis Advisors, Globis Overseas, the Investment Manager,
GC, Globis Asia and Mr. Packer are hereinafter sometimes
collectively referred to as the "Reporting Persons." Any
disclosures herein with respect to persons other than the Reporting
Persons are made on information and belief after making inquiry to
the appropriate party.
(b)
Address
of Principal Business Office or, if none, Residence
The
principal office and business address of Globis Partners, Globis
Advisors, Globis Overseas, the Investment Manager, GC, Globis Asia
and Mr. Packer is:
805
Third Avenue
15
th
Floor
New
York, N.Y. 10022
See
Item 2(a) above and Item 4 of each cover page.
(d)
Title
of Class of Securities
Common
Stock, $0.001 par value
29278A101
Item
3.
If
this statement is filed pursuant to §§240.13d-1(b)
240.13d-2(b) or (c), check whether the person is filing is
a:
(a)
☐ Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o);
(b)
☐ Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c);
(c)
☐ Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c);
(d)
☐ Investment
company registered under section 8 of the Investment Company Act of
1940 (15 U.S.C. 80a-8);
(e)
☐ An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E);
(f)
☐ An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F);
(g)
☐ A
parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G);
(h)
☐ A
savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i)
☐ A
church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of
1940 (15 U.S.C. 80a-3);
(j)
☐ Group,
in accordance with §240.13d-1(b)(1)(ii)(J).
A.
Globis Capital
Partners, L.P.
(a)
Amount beneficially owned:
513,779
(b)
Percent of class:
1.5%
(c)
Number
of shares as to which such person has:
(i)
Sole power to vote or direct the vote:
-0-
(ii)
Shared power to vote or direct the vote:
513,779
(iii)
Sole power to dispose or direct the
disposition:
-0-
(iv)
Shared power to dispose or direct the
disposition:
513,779
B.
Globis Capital
Advisors, L.L.C.
(a)
Amount beneficially owned:
513,779
(b)
Percent of class:
1.5%
(c)
Number
of shares as to which such person has:
(i)
Sole power to vote or direct the vote:
-0-
(ii)
Shared power to vote or direct the vote:
513,779
(iii)
Sole power to dispose or direct the
disposition:
-0-
(iv)
Shared power to dispose or direct the
disposition:
513,779
C.
Globis Overseas
Fund, Ltd.
(a)
Amount beneficially owned:
173,701
(b)
Percent of class:
0.5%
(c)
Number
of shares as to which such person has:
(i)
Sole power to vote or direct the vote:
-0-
(ii)
Shared power to vote or direct the vote:
173,701
(iii)
Sole power to dispose or direct the
disposition:
-0-
(iv)
Shared power to dispose or direct the
disposition:
173,701
D.
Globis Capital
Management, L.P.
(a)
Amount beneficially owned:
687,480
(b)
Percent of class:
2.1%
(c)
Number
of shares as to which such person has:
(i)
Sole power to vote or direct the vote:
-0-
(ii)
Shared power to vote or direct the vote:
687,480
(iii)
Sole power to dispose or direct the
disposition:
-0-
(iv)
Shared power to dispose or direct the
disposition:
687,480
E.
Globis Capital,
L.L.C.
(a)
Amount beneficially owned:
687,480
(b)
Percent of class:
2.1%
(c)
Number
of shares as to which such person has:
(i)
Sole power to vote or direct the vote:
-0-
(ii)
Shared power to vote or direct the vote:
687,480
(iii)
Sole power to dispose or direct the
disposition:
-0-
(iv)
Shared power to dispose or direct the
disposition:
687,480
(a)
Amount beneficially owned:
981,567
(b)
Percent of class:
3.0%
(c)
Number
of shares as to which such person has:
(i)
Sole power to vote or direct the vote:
-0-
(ii)
Shared power to vote or direct the vote:
981,567
(iii)
Sole power to dispose or direct the
disposition:
-0-
(iv)
Shared power to dispose or direct the
disposition:
981,567
(a)
Amount beneficially owned:
1,669,047
(b)
Percent of class:
4.99%
(c)
Number
of shares as to which such person has:
(i)
Sole power to vote or direct the vote:
-0-
(ii)
Shared power to vote or direct the vote:
1,669,047
(iii)
Sole power to dispose or direct the
disposition:
-0-
(iv)
Shared power to dispose or direct the
disposition:
1,669,047
The
above amounts do not include the following: (i) 15,747 shares of
common stock that may be purchased by Globis Overseas Fund, Ltd.
upon the exercise of warrants, (ii) 2,000,000 shares of common
stock issuable upon conversion of convertible debt held by Globis
Capital Partners, L.P. and (iii) 500,000 shares of common stock
issuable upon conversion of convertible debt held by Globis
Overseas Fund, Ltd. These shares of common stock are excluded
because the warrants and convertible debt contain provisions that
block exercise if such exercise will result in the holder having
beneficial ownership of more than 4.99% of common
stock.
Item
5.
Ownership
of Five Percent or Less of a Class.
If this
statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following ☒
Item
6.
Ownership
of More than Five Percent on Behalf of Another Person.
Not
applicable.
Item
7.
Identification
and Classification of the Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company.
Not
applicable.
Item
8.
Identification
and Classification of Members of the Group.
Not
applicable.
Item
9.
Notice
of Dissolution of Group.
Not
applicable.
By
signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or
effect.
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.
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/s/ Paul
Packer
Paul
Packer,
individually and as
managing member of:
(a)
Globis Capital Advisors, L.L.C.,
for
itself and as the general partner of
Globis
Capital Partners, L.P.; (b) Globis Capital, L.L.C., for itself and
as the general partner of
Globis
Capital Management, L.P., the Investment Manager of Globis Overseas
Fund, Ltd.; and (c) Globis Asia L.L.C.
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