Langer Inc - Statement of Ownership (SC 13G)
January 07 2008 - 6:13AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Amendment
No. )*
Information
Statement Pursuant to Rules 13d-1 and 13d-2
Under
the Securities Exchange Act of 1934
(Name
of
Issuer)
COMMON STOCK, PAR VALUE $0.02 PER
SHARE
(Title
of
Class of Securities)
(CUSIP
Number)
(Date
of
Event which requires Filing of this Statement)
Check
the
appropriate box to designate the rule pursuant to which this Schedule is
filed;
¨
Rule
13d-1(b)
ý
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).
SCHEDULE
13G
CUSIP
No.
515707107
|
|
Page
2 of 13 Pages
|
1
|
NAME
OF REPORTING PERSONS: GLOBIS CAPITAL PARTNERS,
L.P.
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY):
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a)
o
(b)
x
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
DELAWARE
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER: 0
|
6
|
SHARED
VOTING POWER: 458,222
|
7
|
SOLE
DISPOSITIVE POWER: 0
|
8
|
SHARED
DISPOSITIVE POWER: 458,222
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
458,222
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See Instructions)
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
4.0
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
|
|
|
|
|
|
|
|
SCHEDULE
13G
CUSIP
No.
515707107
|
|
Page
3 of 13 Pages
|
1
|
NAME
OF REPORTING PERSONS: GLOBIS CAPITAL ADVISORS,
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)
o
(b)
x
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
DELAWARE
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER: 0
|
6
|
SHARED
VOTING POWER: 458,222
|
7
|
SOLE
DISPOSITIVE POWER: 0
|
8
|
SHARED
DISPOSITIVE POWER: 458,222
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
458,222
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See Instructions)
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
4.0
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP
No.
515707107
|
|
Page
4 of 13 Pages
|
1
|
NAME
OF REPORTING PERSONS: GLOBIS OVERSEAS FUND,
LTD.
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY):
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a)
o
(b)
x
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION: CAYMAN
ISLANDS
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER: 0
|
6
|
SHARED
VOTING POWER: 125,341
|
7
|
SOLE
DISPOSITIVE POWER: 0
|
8
|
SHARED
DISPOSITIVE POWER: 125,341
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
125,341
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See Instructions)
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
1.1
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP
No.
515707107
|
|
Page
5 of 13 Pages
|
1
|
NAME
OF REPORTING PERSONS: GLOBIS CAPITAL MANAGEMENT,
L.P.
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY):
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a)
o
(b)
x
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
DELAWARE
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER: 0
|
6
|
SHARED
VOTING POWER: 583,563
|
7
|
SOLE
DISPOSITIVE POWER: 0
|
8
|
SHARED
DISPOSITIVE POWER: 583,563
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
583,563
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See Instructions)
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
5.0
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
PN
|
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP
No.
515707107
|
|
Page
6 of 13 Pages
|
1
|
NAME
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)
o
(b)
x
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION:
DELAWARE
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER: 0
|
6
|
SHARED
VOTING POWER: 583,563
|
7
|
SOLE
DISPOSITIVE POWER: 0
|
8
|
SHARED
DISPOSITIVE POWER: 583,563
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
583,563
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See Instructions)
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
5.0
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
OO
|
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP
No.
515707107
|
|
Page
7 of 13 Pages
|
1
|
NAME
OF REPORTING PERSONS: PAUL PACKER
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY):
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a)
o
(b)
x
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION: UNITED
STATES
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER: 0
|
6
|
SHARED
VOTING POWER: 583,563
|
7
|
SOLE
DISPOSITIVE POWER: 0
|
8
|
SHARED
DISPOSITIVE POWER: 583,563
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
583,563
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES (See Instructions)
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
5.0
%
|
12
|
TYPE
OF REPORTING PERSON (See Instructions)
IN
|
|
|
|
|
|
|
|
|
|
|
|
|
Langer,
Inc.
|
(b)
|
Address
of Issuer’s Principal Executive
Offices:
|
450
Commack Road
Dear
Park, NY 11729
|
(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;
and
|
|
(vi)
|
Mr.
Paul Packer ("Mr. Packer"), who is the Managing Member of
Globis Advisors,
and GC, with respect to shares of Common Stock directly held
by Globis
Partners and Globis Overseas.
|
Globis
Partners, Globis Advisors, Globis Overseas, the Investment Manager,
GC 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 and Mr. Packer is:
60
Broad
Street,
38th
Floor
New
York,
New York 10004
See
Item
2(a) above and Item 4 of each cover page.
|
(d)
|
Title
of Class of Securities
|
Common
Stock, par value $0.02 per share.
515707107
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:
458,222
|
|
(b)
|
Percent
of class:
4.0%
|
|
(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:
458,222
|
|
(iii)
|
Sole
power to dispose or direct the disposition:
-0-
|
|
(iv)
|
Shared
power to dispose or direct the disposition:
458,222
|
|
B.
|
Globis
Capital Advisors, L.L.C.
|
|
(a)
|
Amount
beneficially owned:
458,222
|
|
(b)
|
Percent
of class:
4.0%
|
|
(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:
458,222
|
|
(iii)
|
Sole
power to dispose or direct the disposition:
-0-
|
|
(iv)
|
Shared
power to dispose or direct the disposition:
458,222
|
|
C.
|
Globis
Overseas Fund, Ltd.
|
|
(a)
|
Amount
beneficially owned:
125,341
|
|
(b)
|
Percent
of class:
1.1%
|
|
(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:
125,341
|
|
(iii)
|
Sole
power to dispose or direct the disposition:
-0-
|
|
(iv)
|
Shared
power to dispose or direct the disposition:
125,341
|
|
D.
|
Globis
Capital Management, L.P.
|
|
(a)
|
Amount
beneficially owned:
583,563
|
|
(b)
|
Percent
of class:
5.0%
|
|
(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:
583,563
|
|
(iii)
|
Sole
power to dispose or direct the disposition:
-0-
|
|
(iv)
|
Shared
power to dispose or direct the disposition:
583,563
|
|
E.
|
Globis
Capital, L.L.C.
|
|
(a)
|
Amount
beneficially owned:
583,563
|
|
(b)
|
Percent
of class:
5.0%
|
|
(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:
583,563
|
|
(iii)
|
Sole
power to dispose or direct the disposition:
-0-
|
|
(iv)
|
Shared
power to dispose or direct the disposition:
583,563
|
|
(a)
|
Amount
beneficially owned:
583,563
|
|
(b)
|
Percent
of class:
5.0%
|
|
(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:
583,563
|
|
(iii)
|
Sole
power to dispose or direct the disposition:
-0-
|
|
(iv)
|
Shared
power to dispose or direct the disposition:
583,563
|
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.
|
January
7, 2008
|
|
Date
|
|
|
|
|
|
/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.;
and
(b) Globis Capital, L.L.C.,
for
itself and as the general partner of
Globis
Capital Management, L.P., the
Investment
Manager of Globis Capital Partners, L.P.
and
Globis Overseas Fund,
Ltd.
|
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