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SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
IONIC FUEL TECHNOLOGY, INC.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title Class of Securities)
4622-11-103
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(CUSIP Number)
David Alan Miller, Esq.
Graubard Mollen & Miller
600 Third Avenue, New York, New York 10016-2097
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
August 27, 1998
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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(e), 13d-1(f) or 13d-1(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 Rule 13d-7(b) 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).
(Continued on following page)
Page 1 of 5 pages.
<PAGE>
CUSIP No. 4622-11-103 13D/A Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
Donald M. Kleban
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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 BOX 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
United States
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7 SOLE VOTING POWER
446,100
NUMBER OF -------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY -0-
EACH -------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH 446,100
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10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
446,100 shares (See Item 5(a))
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.7 %
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE,
RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF
THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
Item 1. Security and Issuer.
This statement relates to (i) common stock, $.01 par value ("Common
Stock"), (ii) Series A Redeemable Common Stock Purchase Warrants ("A Warrants"),
(iii) Series B Redeemable Common Stock Purchase Warrants ("B Warrants"), and
(iv) certain other private warrants ("Private Warrants") of Ionic Fuel
Technology, Inc. ("Issuer"), a Delaware corporation, whose principal executive
offices are located at 846 Oenoke Ridge, New Canaan, Connecticut 06840.
The percentage of beneficial ownership reflected in this Statement is
based upon 6,444,955 shares of Common Stock outstanding on September 16, 1998,
which number has been provided to the Reporting Person directly by the Issuer.
Item 2. Identity and Background.
(a) Name: This statement is filed on behalf of Donald M. Kleban
("Kleban").
(b) Home: No change.
(c) Principal Business: No change.
(d) No change.
(e) No change.
(f) No change.
Item 3. Source and Amount of Funds or other Consideration. No change.
Item 4. Purpose of Transactions. No change.
Item 5. Interest in Securities of the Issuer.
(a) Kleban owns: 259,100 shares of Common Stock, 45,000 of which are
subject to a currently exercisable purchase option issued to Kleban ("Option")
exercisable at $8.25 per share until July 28, 1999; 53,000 A Warrants to
purchase 26,500 shares of Common Stock (45,000 of which A Warrants are issuable
upon exercise of the Option); 271,000 B Warrants to purchase 135,500 shares of
Common Stock (45,000 of which B Warrants are issuable upon exercise of the
Option); and 25,000 Private Warrants to purchase 25,000 shares of Common Stock.
Two A Warrants entitle their holder to purchase one share of Common Stock at a
purchase price of $6.50 until July 28, 1998. Two B Warrants entitle their holder
to purchase one share of Common Stock at a purchase price of $7.50 until July
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<PAGE>
28, 1999. Each Private Warrant entitles its holder to purchase one share of
Common Stock at a purchase price of $3.50 per share until March 15, 2001.
Accordingly, Kleban beneficially owns 446,100 shares of the Issuer's
Common Stock, or approximately 6.7% of the outstanding shares, based on
6,676,955 shares of Common Stock which would be outstanding if Kleban were to
exercise the Option and the A Warrants and B Warrants underlying the Option, the
A Warrants, the B Warrants and the Private Warrants which, collectively, would
result in a purchase of an aggregate of 232,000 shares of Common Stock.
(b) Kleban has sole voting and dispositive powers with respect to the
446,100 shares of Common Stock which he is deemed to beneficially own.
(c) On August 27, 1998, Kleban purchased in the open market 2,000
shares of Common Stock at a purchase price of $1.00 per share. On August 24,
1998, Kleban purchased in the open market 128,000 B Warrants at a purchase price
of $.03125 per B Warrant. Such acquisitions amount to approximately 1% of the
Issuer's outstanding Common Stock. Kleban filed this schedule to report the
increase in his beneficial ownership. As of the date of this schedule, Kleban
beneficially owns 446,100 shares of Common Stock, or 6.7% of the Issuer's
outstanding Common Stock.
Item 6. Contracts, Agreements, Understandings or
Relationships with Respect to Securities of Issuer.
Not applicable.
Item 7. Materials to be Filed as Exhibits.
Not applicable.
4 of 5
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, it is
certified that the information set forth in this statement is true, complete and
correct.
Dated: September 18, 1998
/s/ Donald M. Kleban
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Donald M. Kleban
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