Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
What is insider trading>>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
ASPENBIO, INC.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
045346 10
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(CUSIP Number)
Howard Lieber
26995 Mesa Drive
Evergreen, Colorado 80439
(720) 217-2651
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
June 17, 2003
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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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-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 Section 240.13d-7(b) for
other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for the 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).
CUSIP No. 045346 10 3
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(1) Names of Reporting Persons I.R.S. Identification Nos. of Above Persons
(entities only)
Howard Lieber
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
(3) SEC Use Only ___________________________________________________________
(4) Source of Funds (See Instructions) PF
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d)
or 2(e)
(6) Citizenship or Place of Organization
USA
Number of Shares (7) Sole Voting Power: 1,333,333*
Beneficially Owned
by Each Reporting (8) Shared Voting Power: -0-
Person with:
(9) Sole Dispositive Power: 1,333,333*
(10) Shared Dispositive Power: -0-
(11) Aggregate Amount Beneficially Owned by Each Reporting Person: 1,333,333*
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) ---
(13) Percent of Class Represented by Amount in Row (11): 12.5%*
(14) Type of Reporting Person (See Instructions): IN
*The Reporting Person owns no shares. The Reporting Person received a
Warrant to purchase up to 1,333,333 shares of the Issuer's Common
Stock. The Issuer is engaged in a private placement of its Common
Stock for aggregate consideration of $3,000,000 (the "Offering"). The
Warrant shall be exercisable upon the closing of the Offering, except
that 500,000 shares of Common Stock may not be acquired unless and
until the Issuer's shareholders have approved an amendment to the
Issuer's Articles of Incorporation increasing the Issuer's authorized
shares of Common Stock. The Warrant has been issued to the Reporting
Person in connection with a Finder's Fee Agreement between the
Reporting Person and the Issuer pursuant to which the Reporting Person
will be compensated in connection with the introduction of investors
in the Offering. In the event such introductions do not result in
gross proceeds of $3,000,000, then the number of shares of Common
Stock which may be acquired by exercise of the Warrant will be
proportionately reduced.
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Item 1. Security and Issuer.
(a) Name and address of principal executive offices of Issuer:
AspenBio, Inc.
1585 S. Perry Street, Castle Rock, CO 80104
(b) Title and class of equity securities:
Common Stock, no par value (the "Common Stock")
Item 2. Identity and Background.
(a) Name of person filing:
Howard Lieber
(b) Residence or Business Address:
26995 Mesa Dr.
Evergreen, CO 80439
(c) Principal occupation:
Investor.
(d) Criminal proceedings:
During the last five years, the Reporting Person has not been
convicted in any criminal proceeding.
(e) Civil Proceedings:
During the last five years, the Reporting Person has not been
a party to any civil proceedings of a judicial or
administrative body of competent jurisdiction as a result of
which that person would have been subject to any judgment,
decree or final order enjoining future violations of or
prohibiting or mandating activities subject to Federal or
State Securities laws or finding any violation with respect to
such laws.
(f) Citizenship:
USA
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Item 3. Source and Amount of Funds or Other Consideration.
As stated above, the Reporting Person owns no shares. The
Reporting Person paid no consideration for his Warrant.
Item 4. Purpose of the Transaction.
The Reporting Person has no plans or proposals which would result
in any of the items enumerated in Item 4(a)-(j).
Item 5. Interests in Securities of the Issuer.
(a) Number of shares beneficially owned:
*The Reporting Person owns no shares. The Reporting Person
received a Warrant to purchase up to 1,333,333 shares of the
Issuer's Common Stock. The Issuer is engaged in a private
placement of its Common Stock for aggregate consideration of
$3,000,000 (the "Offering"). The Warrant shall be exercisable
upon the closing of the Offering, except that 500,000 shares of
Common Stock may not be acquired unless and until the Issuer's
shareholders have approved an amendment to the Issuer's Articles
of Incorporation increasing the Issuer's authorized shares of
Common Stock. The Warrant has been issued to the Reporting Person
in connection with a Finder's Fee Agreement between the Reporting
Person and the Issuer pursuant to which the Reporting Person will
be compensated in connection with the introduction of investors
in the Offering. In the event such introductions do not result in
gross proceeds of $3,000,000, then the number of shares of Common
Stock which may be acquired by exercise of the Warrant will be
proportionately reduced.
Percent of class:
12.5% The Issuer has 9,300,000 shares of Common Stock outstanding
based on the Issuer's Quarterly Report on Form 10-QSB for the
quarter ended March 31, 2003. Accordingly, if the Reporting
Person exercised the Warrant in full, he would own 1,333,333
shares and the Issuer would have outstanding 10,633,333 shares.
(b) Rights with respect to the sole power to vote, direct the vote of, or
dispose of shares:
1,333,333 shares of Common Stock
(c) Recent transactions:
See Item 5(a) above.
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(d) Rights with respect to dividends or sales proceeds:
Not applicable.
(e) Date of cessation of five percent beneficial ownership:
Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuer.
See Item 5 (a) above.
Item 7. Material to be Filed as Exhibits.
Exhibit 1. Warrant dated June 17, 2003.
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SIGNATURE
After reasonable inquiry and to the best of the Reporting Person's
knowledge and belief, the Reporting Person certifies that the information set
forth in this statement is true, complete and correct.
Date: June 27, 2003 /s/ Howard Lieber
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Howard Lieber
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