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"
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- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
SCHEDULE 13G
(Amendment No.
1)
Under the Securities Exchange Act of
1934
CopyTele
Inc.
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(Name
of Issuer)
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Common
Stock
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(Title
of Class of Securities)
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217721
10 9
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(CUSIP
Number)
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November
2, 2007
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(Date
of Event Which Requires Filing of this Statement)
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Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
o Rule
13d-1(b)
x Rule
13d-1(c)
o Rule
13d-1(d)
*
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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 the disclosures provided in a prior cover
page.
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The
information required in 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. 217721 10
9
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13G
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Page 2 of 2 Pages
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1
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NAMES
OF REPORTING PERSONS
Mars
Overseas Limited
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b) x
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands
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NUMBER
OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
20,000,000
(1)
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6
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SHARED
VOTING POWER
0
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7
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SOLE
DISPOSITIVE POWER
20,000,000
(1)
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8
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SHARED
DISPOSITIVE POWER
0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000,000
(1)
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
Not
applicable.
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
13.6%
(2)
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12
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TYPE
OF REPORTING PERSON
CO
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(1)
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The
Reporting Person is a joint venture controlled by six entities. The
governing documents of the Reporting Person require majority voting of the
six entities that are party to the joint venture with respect to the
shares subject to this Schedule 13G. Four of these six entities are
controlled by members of the Dhoot family, which include Messrs. Venugopal
N. Dhoot, Rajkumar N. Dhoot and Pradipkumar N. Dhoot. The remaining two
entities are publicly traded corporations outside of the United States, of
which the above-mentioned members of the Dhoot family hold a significant
percentage, although less than 50% of such publicly traded companies.
Messrs. Venugopal N. Dhoot, Rajkumar N. Dhoot and Pradipkumar N. Dhoot all
disclaim beneficial ownership in the shares held by the Reporting Person
except to the extent of their pecuniary interest, and disclaim membership
as a group.
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(2)
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Based on 146,710,451 shares of the Issuer's common stock outstanding as of March 12, 2010, as reported in the Issuer's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on March 17, 2010. |
Explanatory
Note
This
Amendment No. 1 to the Sche
dule 13G filed by the Reporting Person on November
11, 2007 is being filed solely to disclose the names of the natural persons who
may be deemed to have beneficial ownership of the shares subject to this
Schedule 13G.
Item
1(a).
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Name of
Issuer:
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CopyTele
Inc. (the “Issuer”)
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Item
1(b).
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Address of Issuer's
Principal Executive Offices:
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900
Whitman Road, Melville, NY 11747
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Item
2(a).
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Name of Person
Filing:
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Mars
Overseas Limited (the “Reporting Person”)
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Item
2(b).
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Address of Principal
Business Office or, if None, Residence:
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P.O.
Box 309 , GI Ugland House, South Church Street, George Town, Grand Cayman,
Cayman Islands
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Item
2(c).
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Citizenship:
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Cayman
Islands
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Item
2(d).
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Title of Class of
Securities:
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This statement on Schedule 13G is being filed with respect to Common
Stock, par value $0.01 per share (the “Common Stock”), of the
Issuer.
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Item
2(e).
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CUSIP
Number:
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217721
10 9
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Item 3.
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If This Statement is
Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the
Person Filing is a: Not
Applicable
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(a) | o | Broker or dealer registered under Section 15 of the Exchange Act. |
(b) | o | Bank as defined in Section 3(a)(6) of the Exchange Act. |
(c)
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o
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Insurance
company as defined in Section 3(a)(19) of the Exchange
Act.
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(d)
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o
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Investment
company registered under Section 8 of the Investment Company
Act.
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(e)
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o
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An
investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E).
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(f)
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o
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An
employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F).
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(g)
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o
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A
parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G).
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(h)
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o
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A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act.
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(i)
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o
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A
church plan that is excluded from the definition of an investment company
under Section 3(c)(14) of the Investment Company
Act.
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(j) |
o
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
Item 4. Ownership
Provide
the following information regarding the aggregate number and percentage of the
class of securities of the Issuer identified in Item 1.
(a) Amount
Beneficially owned: 20,000,000 shares of Common Stock of the Issuer.
(b) Percent
of Class: 13.6%.
The
information provided under this Item 4 is based
on
146,710,451 shares of Common Stock represented by the Issuer to be issued and
outstanding as of March 12, 2010, as reported in the Issuer's Quarterly Report
on Form 10-Q filed with the Securities and Exchange Commission on March 17,
2010.
(c) Number of
shares as to which such Reporting Person has:
(i)
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sole
power to vote or to direct the vote: 20,000,000
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(ii)
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shared
power to vote or to direct the vote: 0
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(iii)
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sole
power to dispose or to direct the disposition of:
20,000,000
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(iv)
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shared
power to dispose or to direct the disposition of:
0
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The
Reporting Person is a joint venture controlled by six entities. The governing
documents of the Reporting Person require majority voting of the six entities
that are party to the joint venture with respect to the shares subject to this
Schedule 13G. Four of these six entities are controlled by members of the Dhoot
family, which include Messrs. Venugopal N. Dhoot, Rajkumar N. Dhoot and
Pradipkumar N. Dhoot. The remaining two entities are publicly traded
corporations outside of the United States, of which the above-mentioned members
of the Dhoot family hold a significant percentage, although less than 50% of
such publicly traded companies. Messrs. Venugopal N. Dhoot, Rajkumar N. Dhoot
and Pradipkumar N. Dhoot all disclaim beneficial ownership in the shares held by
the Reporting Person except to the extent of their pecuniary interest, and
disclaim membership as a group.
Item 5. Ownership of Five Percent or
Less of a Class
If this
statement is being filed to report the fact that as of the date hereof the
reporting person has ceased to be the beneficial owner of more than five percent
of the class of securities, check the following [ ].
Not Applicable
Item 6. Ownership of More than Five
Percent on Behalf of Another Person
Not Applicable
Item 7. Identification and
Classification of the Subsidiary Which Acquired the Security Being Reported on
by the Parent
Holding
Company
Not Applicable
Item 8. Identification and
Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of
Group
Not Applicable
Item 10. Certification
By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
[Remainder of page intentionally left
blank]
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.
May 17,
2010
(Date)
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Mars Overseas Limited | ||
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/s/ Venugopal N. Dhoot | ||
By: Venugopal N. Dhoot |
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Title: Director |