UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
IPC Information Systems, Inc.
- --------------------------------------------------------------------------------
(NAME OF ISSUER)
Common Stock, par value $0.01 per share
- --------------------------------------------------------------------------------
(TITLE OF CLASS OF SECURITIES)
44980K107
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(CUSIP NUMBER)
Daniel Utevsky, Esq., General Counsel and Secretary
IPC Information Systems, Inc.
Wall Street Plaza, 88 Pine Street, New York, NY 10005 (212) 825-9060
- --------------------------------------------------------------------------------
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS)
October 6, 1995
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(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 o. (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.)
NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) 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).
(Page 1 of 5 Pages)
<PAGE>
SCHEDULE 13D
CUSIP No. 44980K107 Page 2 of 5 Pages
--------- ---- -----
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard P. Kleinknecht
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) / /
(B) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF, 00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 7 SOLE VOTING POWER
SHARES 3,165,623
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
8 SHARED
VOTING
POWER
0
9 SOLE
DISPOSITIVE
POWER
3,150,623
10 SHARED
DISPOSITIVE
POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,165,623
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES / /
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
30.1%
14 TYPE OF REPORTING PERSON*
IN
(Page 2 of 5 Pages)
<PAGE>
SCHEDULE 13D
AMENDMENT NO. 1 FOR RICHARD P. KLEINKNECHT
This Amendment No. 1 to Schedule 13D relating to IPC Information
Systems, Inc. ("IPC") is being filed by Richard P. Kleinknecht pursuant to
Section 13(d)(2) of the Securities Exchange Act of 1934 to amend Schedule 13D
originally filed October 13, 1994. Unless otherwise indicated, all capitalized
terms used herein but not defined herein shall have the same meaning as set
forth on Schedule 13D.
Item 6. CONTRACTS, ARRANGEMENTS. UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
Item 6 is hereby amended by adding the following after the first
sentence of the second paragraph:
In connection with a refinancing (the "Refinancing") effective on
October 6, 1995 with The Chase Manhattan Bank N.A. ("Chase"), with respect to
each of the Reporting Person and Peter J. Kleinknecht, (i) 300,000 shares of
Common Stock of the Issuer, an amount of the shares of Common Stock equal to
approximately 3.4% of the outstanding shares of Common Stock, were released from
the previous pledge (to Citibank and NatWest), (ii) the pledge of 425,221
previously pledged shares of Common Stock was transferred to Chase, and (iii)
the pledge of 65,000 previously pledged shares of Common Stock was retained by
NatWest. As a result of the Refinancing, shares of Common Stock of the Issuer,
in an amount equal to approximately 8.2% of the outstanding shares of Common
Stock, continue to be pledged, as of October 6, 1995, to secure the debt of the
Reporting Person and Peter J. Kleinknecht and certain companies controlled by
them.
Item 6 is hereby further amended by deleting the third and fourth
paragraphs and replacing them as follows:
The Reporting Person and Peter J. Kleinknecht together with a company
controlled by them are guarantors of certain indebtedness of Kleinknecht
Electric Company, Inc. (a New York corporation, formerly George Kleinknecht,
Inc.) ("KEC") and Kleinknecht Electric Company, Inc. (a New Jersey corporation,
formerly GK Telecommunications, Inc.) ("GKT" and collectively with KEC, the
"Borrowers") to Chase in connection with the Refinancing. This indebtedness
consists of (i) a term loan in the amount of $2,000,000 due Chase and secured by
a first and second mortgage transferred from Citibank pursuant to the
Refinancing; and (ii) a revolving credit facility in the amount of $2,500,000
from Chase of which approximately $679,587 was borrowed as of October 6, 1995.
In addition, a certain mortgage loan from NatWest to the Reporting Person and
Peter J. Kleinknecht in the original principal amount of $2,000,000 has an
outstanding balance as of October 6, 1995 of $1,308,339 (the "NatWest Mortgage
Loan"). As a result of the Refinancing and the NatWest Mortgage Loan, the
Borrowers are indebted to NatWest and Chase in the aggregate approximately
$4,000,000 which may increase to a maximum of $5,800,000.
The NatWest Mortgage Loan is payable in installments at a rate of 2.5%
over NatWest's prime rate. The final installment of the NatWest Mortgage Loan is
due on April 1, 1999. The term loan from Chase is payable in installments at a
rate of 1.5% over Chase's prime rate. The final installment of the term loan is
due in October 1998. The revolving credit facility from Chase is at a rate of
1.5% over Chase's prime rate. All of the above described obligations are current
as of October 6, 1995.
(Page 3 of 5 Pages)
<PAGE>
Item 6 is hereby further amended by changing the word "are" in the
final clause of the first sentence of the second paragraph to "were" and the
words "has satisfied" in the final sentence of the second paragraph
to "continues to fulfill".
(Page 4 of 5 Pages)
<PAGE>
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.
Date: October 18, 1995 /s/ Richard P. Kleinknecht
--------------------------
Richard P. Kleinknecht
(Page 5 of 5 Pages)
