SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D/A
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 3)(1)
IONIC FUEL TECHNOLOGY, INC.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
4622-11-103
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(CUSIP Number)
Duane L. Berlin, Esquire
Lev, Berlin & Dale, P.C.
535 Connecticut Avenue, Norwalk, Connecticut 06854 (203) 838-8500
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 5, 1999
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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 that 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 |_|.
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.
(Continued on following pages)
(Page 1 of 5 Pages)
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(1) 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 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>
CUSIP No. 4622-11-103 SCHEDULE 13D Page 2 of 5 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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 ITEM 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
NUMBER OF
SHARES 446,100
BENEFICIALLY --------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 0
PERSON --------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
446,100
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
623,600 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)
5.45%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1. Security and Issuer.
This statement relates to (i) common stock, $.01 par value ("Common
Stock"), (ii) Series B Redeemable Common Stock Purchase Warrants ("B Warrants"),
and (iii) 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 11,283,289 shares of Common Stock outstanding on May 5, 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: Kleban's business address is:
Donald M. Kleban
Westwood Partners, Ltd.
420 Lexington Avenue, Suite 300
New York, NY 10170
(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: 418,100 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; 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 B Warrants entitle their holder to purchase one
Page 3 of 5 pages
<PAGE>
share of Common Stock at a purchase price of $7.50 until July 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 623,600 shares of the Issuer's
Common Stock, or approximately 5.45% of the outstanding shares, based on
11,443,789 shares of Common Stock which would be outstanding if Kleban were to
exercise the Option and the B Warrants underlying the Option, the B Warrants and
the Private Warrants which, collectively, would result in a purchase of an
aggregate of 205,500 shares of Common Stock.
(b) Kleban has sole voting and dispositive powers with respect to the
623,600 shares of Common Stock which he is deemed to beneficially own.
(c) On January 14, 1999, Kleban purchased in the open market 4,000 shares
of Common Stock at a purchase price of $.437 per share. On May 5, 1999, Kleban
purchased 200,000 shares of Common Stock from the Issuer at a purchase price of
$.15 per share. Such acquisitions amount to approximately 1.8% 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 623,600 shares of Common Stock, or 5.45% 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.
Page 4 of 5 pages
<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: Donald M. Kleban
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Donald M. Kleban
Page 5 of 5 pages
