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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
EASTBROKERS INTERNATIONAL INCORPORATED
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(formerly known as Czech Industries, Inc.)
(Name of Issuer)
COMMON STOCK, PAR VALUE $.05 PER SHARE
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(Title of Class of Securities)
276052 10 7
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(CUSIP Number)
Wolfgang Kossner
ZE Beteiligungs AG
Freyenthurn 1
9020 Klagenfurt, Austria
011-43-1-315-29-80
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 20, 1998
(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 [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
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CUSIP No. 276052 10 7
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1) Name of Reporting Person: General Partners Beteiligungs AG, formerly
known as KHS Beteiligungs AG
S.S. or I.R.S. Identification No. of Above Person: Not applicable
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2) Check the Appropriate Box if a Member of a Group (a)[ ]
(b)[ ]
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3) SEC Use Only
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4) Source of Funds PF
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e)[ ]
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6) Citizenship or Place of Organization: Austria
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7) Sole Voting Power:
Number of
Shares -----------------------------------------------------------
Beneficially 8) Shared Voting Power: 1,376,639 shares of
Owned by Common Stock (Includes 167,000 shares
Each issuable upon exercise of options held by
Reporting General Partners to acquire these shares
Person at $10.00 per share.)
With -----------------------------------------------------------
9) Sole Dispositive Power:
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10) Shared Dispositive Power: 1,376,639 shares
of Common Stock (Includes 167,000 shares
issuable upon exercise of options held by
General Partners to acquire these shares at
$10.00 per share.)
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11) Aggregate Amount Beneficially Owned by Each Reporting Person:
1,376,639 shares of Common Stock*
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [X]
*Does not include warrants held by General Partners to purchase 400,000 shares
of Common Stock at $7.00 per share which become exercisable on February 20,
1999.
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13) Percent of Class Represented by Amount in Row (11):
30.89% of Common Stock, based on 4,290,000 shares of Common
Stock issued and outstanding at February 20, 1998. See Item 5
herein.
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14) Type of Reporting Person CO
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CUSIP No. 276052 10 7
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1) Name of Reporting Person: Wolfgang M. Kossner
S.S. or I.R.S. Identification No. of Above Person: Not applicable
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2) Check the Appropriate Box if a Member of a Group (a)[ ]
(b)[ ]
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3) SEC Use Only
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4) Source of Funds PF
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e)[ ]
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6) Citizenship or Place of Organization: Austria
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7) Sole Voting Power:
Number of
Shares -----------------------------------------------------------
Beneficially 8) Shared Voting Power: 1,376,639 shares of
Owned by Common Stock (Includes 167,000 shares
Each issuable upon exercise of options held by
Reporting General Partners to acquire these shares at
Person $10.00 per share.)
With
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9) Sole Dispositive Power:
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10) Shared Dispositive Power: 1,376,639 shares
of Common Stock (Includes 167,000 shares
issuable upon exercise of options held by
General Partners to acquire these shares at
$10.00 per share.)
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11) Aggregate Amount Beneficially Owned by Each Reporting Person:
1,376,639 shares of Common Stock*
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [X]
*Does not include warrants held by General Partners to purchase 400,000 shares
of Common Stock at $7.00 per share which become exercisable on February 20,
1999.
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13) Percent of Class Represented by Amount in Row (11):
30.89% of Common Stock, based on 4,290,000 shares of Common
Stock issued and outstanding at February 20, 1998. See Item 5
herein.
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14) Type of Reporting Person IN
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ITEM 1. SECURITY AND ISSUER.
This statement relates to shares of common stock, $.05 par value of
Eastbrokers International Incorporated, formerly known as Czech Industries,
Inc. ("Common Stock"), a Delaware corporation, having its principal executive
offices at 15245 Shady Grove Road, Suite 340, Rockville, Maryland 20850 (the
"Company" or the "Issuer").
ITEM. 2. IDENTITY AND BACKGROUND.
Corporate Securityholder
(a) This statement is being filed by General Partners
Beteiligungs AG, an Austrian corporation formerly known as
KHS Beteiligungs AG ("GP").
(b) The address of the principal executive office of GP is
Sceuferstrasse 307, 9500 Villach, Austria.
(c) The principal business of GP: GP was formed to be a holding
company and has no operations.
(d) During the last five years, GP has not been convicted in a
criminal proceeding.
(e) During the last five years, GP has not been a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction and is not subject to a judgment,
decree or final order enjoining future violations of,
prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect
to such laws.
Executive Officers, Directors and/or Persons Controlling General Partners
Beteiligungs AG and the Central & Eastern Europe Fund.
Wolfgang M. Kossner
(a) This statement is also being filed by Wolfgang M. Kossner, a
principal shareholder and a member of the supervisory board
of GP.
(b) Mr. Kossner's business address is ZE Beteiligungs AG,
Freyenthurn 1, 9020 Klagenfurt, Austria.
(c) Mr. Kossner's principal occupation is as Managing Director of
ZE Beteiligungs AG, an Austrian corporation and a subsidiary
of GP.
(d) During the last five years, Mr. Kossner has not been
convicted in a criminal proceeding.
(e) During the last five years, Mr. Kossner has not been a party
to a civil proceeding of a judicial or administrative body of
competent jurisdiction and is not subject to a
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judgment, decree or final order enjoining future violations
of prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect
to such laws.
(f) Mr. Kossner is a citizen of Austria.
Johannes Perzi
(a) This statement is also being filed by Johannes Perzi,
managing director of GP.
(b) Mr. Perzi's business address is ZE Beteiligungs AG,
Freyenthurn 1, 9020 Klagenfurt, Austria.
(c) Mr. Perzi's principal occupation is as Managing Director of
GP Beteiligungs AG, an Austrian corporation.
(d) During the last five years, Mr. Perzi has not been convicted
in a criminal proceeding.
(e) During the last five years, Mr. Perzi has not been a party to
a civil proceeding of a judicial or administrative body of
competent jurisdiction and is not subject to a judgment,
decree or final order enjoining future violations of
prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect
to such laws.
(f) Mr. Perzi is a citizen of Austria.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The disclosure under Item 3 of Schedule 13D, as amended to date, filed
on behalf of KHS Beteiligungs AG is incorporated by reference.
On February 20, 1998, GP purchased 400,000 Units of the Issuer in a
private offering of the Issuer's securities for cash consideration of $5.00 per
Unit. Each Unit consists of one share of Common Stock of the Issuer and one
Class C Common Stock Purchase Warrant. Each Class C Common Stock Purchase
Warrant entitles the holder thereof to purchase one share of Common Stock at
$7.00 per share. These warrants become exercisable on February 20, 1999, and
expire on February 19, 2002.
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ITEM 4. PURPOSE OF THE TRANSACTION.
The securities of the Company (Eastbrokers International Incorporated)
referenced herein were acquired for investment purposes.
While the Reporting Persons (and their affiliates) have no present
plans or proposals which relate to or would result in the acquisition or
disposition by any person of securities of the Issuer, the investments in the
Issuer by the Reporting Persons (and their affiliates) will be periodically
reviewed and at any time the amount of such investments may be increased,
through open market purchases or otherwise, or decreased. Except as otherwise
set forth in the Schedule 13D to which this Amendment relates, the reporting
Persons (and their affiliates) do not at the present time have any plans or
proposals which relate to or would result in:
(1) The acquisition by any person of additional securities of
the Issuer, or the disposition of securities of the Issuer;
(2) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any
of its subsidiaries;
(3) A sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
(4) Any change in the present Board of Directors or management of
the Issuer, including any plans or proposals to change the
number or term of directors or to fill any existing vacancies
on the Board;
(5) Any material change in the present capitalization or dividend
policy of the Issuer;
(6) Any other material change in the Issuer's business or
corporate structure;
(7) Changes in the Issuer's Certificate of Incorporation, by-laws
or instruments corresponding thereto or other actions which
may impede the acquisition of control of the Issuer by any
person;
(8) Causing a class of securities of the Issuer to be delisted
from a national securities exchange or to cease to be
authorized to be quoted in an inter-dealer quotation system
of a registered national securities association;
(9) A class of equity securities of the Issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4)
of the Securities Exchange Act of 1934; or
(10) Any action similar to any of those enumerated above.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) and (b)
General Partners Beteiligungs AG
As of the date hereof, GP is the record and beneficial owner of
1,144,139 shares of Common Stock of the Company, over which it has sole voting
power and sole power to dispose. This number includes 167,000 shares issuable
upon exercise of options held by GP to acquire these shares at $10.00 per
share. GP is also the beneficial owner of 200,000 shares of Common Stock which
are owned by Karntner Landes und Hypothekenbank AG (the "Bank") as nominee for
GP. Collectively said shares represent 30.16% of the issued and outstanding
shares of Common Stock of the Company, based on 4,290,000 shares issued and
outstanding at February 20, 1998. See also below with respect to 32,500 shares
held by a fund of which Mr. Kossner is a director. The foregoing does not
include warrants to purchase 400,000 shares of Common Stock at $7.00 per share
which become exercisable on February 20, 1999.
Wolfgang M. Kossner
As of the date hereof Wolfgang M. Kossner is the indirect beneficial
owner of 1,376,639 shares of Common Stock of the Company over which he has
shared power to direct the vote and to dispose of such shares. This number
includes 167,000 shares issuable upon exercise of options held by GP to acquire
these shares at $10.00 per share. Said 1,376,639 shares represent 30.89% of the
issued and outstanding shares of Common Stock of the Company, based on
4,290,000 shares issued and outstanding at February 20, 1998. Included in this
number are 32,500 shares owned by the Central and Eastern Europe Fund (the
"Fund") of which Mr. Kossner is a director. The reference to these shares
should not be deemed as an admission that Mr. Kossner is the beneficial owner
of the shares owned by the Fund for purposes of section 13(d) or 13(g) of the
Securities Exchange Act of 1934. The foregoing does not include warrants to
purchase 400,000 shares of Common Stock at $7.00 per share which become
exercisable on February 20, 1999.
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SIGNATURE
After reasonable inquiry and to the best of the knowledge and belief
of the undersigned, each of the undersigned certifies that the information set
forth in this statement is true, complete and correct.
Date: February 28, 1998 GENERAL PARTNERS BETEILIGUNGS AG
/s/ Wolfgang M. Kossner By: /s/ Johannnes Perzi
_________________________________ _______________________________
Wolfgang M. Kossner Johannes Perzi
Managing Director
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