Bison Instruments Inc. (fka BSOI)

[Renee]

BSOI: CUSIP suspended. Finra deleted symbol:

http://otce.finra.org/DLDeletions

[db7]

and now it's up nicely on volume?? is this a p & d coming OR did the company trick people saying it was going to deregister???

[cashwealth]

whoh, that was unexpected. I hard to believe that wasn;t able to buyer or partner.

[db7]

Form 8-K for BISON INSTRUMENTS INC


21-May-2014

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Stand



Item 3.01 Notice of Delisting
On May 20, 2014, the Board of Directors of Bison Instruments, Inc., a Minnesota corporation, (OTCBB: BSOIE) (the "Company"), authorized its officers to take all necessary action to terminate the registration of the common shares of the Company under Section 12(g) Securities Exchange Act of 1934, as amended ("Exchange Act"). Such termination will result in discontinuing the Company's obligations as a public reporting company under the Exchange Act. The Company's Board of Directors made this determination after receiving notice that further funding of its ongoing operations has been discontinued. Consequently, the Company will not have funds to pay for its obligations, including, audits and the filing of reports with the Securities and Exchange Commission (the "SEC").

The Company is eligible to terminate its registration because the Company has fewer than 300 shareholders of record. The Company intends to file a Form 25 with the SEC within 10 days of the filing of this 8-K and press release as required under 17 C.F.R. 240.12d2-2(c)(2)(iii).

Thereafter, the Company intends to file a Form 15 with the SEC certifying that the number of shareholders holding its common stock of record is less than 300 persons to deregister its shares under Section 12(g) and suspend its reporting obligations under Section 15(d) of the Exchange Act. Upon filing the Form 15, the Company will no longer be obligated to file certain Exchange Act reports (Forms 10-K, 10 Q or 8 K ) with the SEC.

As a result of the above actions the Company's Board of Directors expects that such termination will become effective 90 days after filing the Form 15.

The Company also intends to call a shareholders' meeting seeking approval and authority to dissolve the Company.

The Company was engaged in the manufacture and sale of electronic instrumentation. During 1998 and 1999, the Company sold substantially all of its operating assets, including its seismic product lines, and its Airport Runway Friction Measurement System (the "Mu-Meter"). The sales included the intellectual property and inventory of the product lines. In 2000 the Company sold its residual seismic product inventory. Since 2007 the Company has had no active business or assets. However, the Company explored various alternatives, including acquisition and reverse merger opportunities for use of the public corporate entity. It was unable to consummate any acquisition or transaction.

Andus Inc., a Delaware corporation, owns 67.05% of the Company. Andus Inc. is a wholly owned subsidiary of Androcan Inc., a Canadian corporation. Since 2007, Andus Inc. committed annually to lend the Company funds so that the Company, among other things, could maintain its corporate existence, audit its books, maintain registration of its common shares under Section 12(g) of the Exchange Act and seek other opportunities. Its last commitment ended May 1, 2014. The total amount of Andus' loans to date approximate $ 553,200. Andus has since determined to cease making any further loans to the Company. The Company has been informed that Andus intends to vote its shares in favor of the Company's dissolution.




As a result of the lack of funding from Andus and the Company having no other business or revenues the Company is unable to continue maintaining its corporate existence, audit its books, maintain registration of its common shares under
Section 12(g) of the Exchange Act and seek other opportunities. Andus has informed the Company that it will discharge its loans and not attempt to take any action to collect the same from the Company as the Company has no assets or ability to pay the same.





Item 9.01 Financial Statements and Exhibits
(d) Exhibits

The following exhibit is furnished with this Form 8-K:

Exhibit No. Description

99.1 Press Release dated May 21, 2014

[cashwealth]

lol, same old stuff.

[polkamatic]

BSOI...from today's 10Q filing:

10-Jun-2013

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
The net loss for the six months of fiscal year 2013 was $36,215 or $0.04 per share, compared with a net loss of $43,797 or $0.05 per share for the same period last year.

No sales were recorded for the Company in the six months of fiscal years 2013 and 2012.

The sale by Bison of its product lines in prior years has essentially rendered Bison inactive.

The General Manager, Larry Martin, administers the corporate affairs of the Company and monitors residual business matters. During the period ended April 30, 2013, the Company incurred expenses to Mr. Martin of $2,700 for these services. An office is maintained in Chanhassen, Minnesota, which is provided free of charge by Mr. Martin. An affiliate of Andus Inc., the majority shareholder, provides management and accounting services at no charge to the Company.

The Company has income tax losses of approximately $1,240,500 per 10-K available for carry forwards, which may be used to reduce future years' taxable income and for which the benefit has not been recorded. These losses expire between 2018 and 2032.

The Company has no means to generate revenue necessary to pay its obligations to regulatory bodies, directors, accountants and lawyers. In this regard, Andus Inc., the majority shareholder has committed to support the Company for its normal management and corporate expenses at levels of present expenditure until May 1, 2014.

Management continues to pursue other business opportunities for the Company including merger opportunities with other businesses which may result in a reverse-take-over of the Company. However, there is no guarantee that management will be successful in their endeavours.

CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. Except for historical matters, the matters discussed in this Form 10-Q are forward-looking statements based on current expectations, and involve risks and uncertainties. Forward-looking statements include, but are not limited to, the operation of the business and to statements regarding the general description of Management's plan to seek other business opportunities including merger opportunities with other businesses which may result in a reverse-take-over of the Company, and the manner in which the Company may participate in such business opportunities.

The Company wishes to caution the reader that there are many uncertainties and unknown factors which could affect its ability to carry out its business plan to pursue other business opportunities for the corporation. There is no guarantee that the Company will be successful in its endeavors.

http://biz.yahoo.com/e/130610/bsoi10-q.html

[polkamatic]

BSOI 10K filing:

http://secfilings.com/searchresultswide.aspx?link=2&filingid=9033666

As of October 31, 2012, the Issuer had 888,180 shares of common stock, par value $0.10, issued and outstanding.

PART I

Item 1. Description of Business

The Company was incorporated under the laws of the State of Minnesota on January 18, 1968.

The Company has not been subject to any bankruptcy, receivership or similar proceedings.

The Company was engaged in the manufacture and sale of electronic instrumentation. The Company sold substantially all of its operating assets during the two fiscal years of 1998 and 1999 and in the fiscal year 2000 made sales of residual seismic product inventory on hand and interest income. In June 1998, Bison sold its seismic product lines, and in November 1998, Bison sold its Airport Runway Friction Measurement System (the “Mu-Meter”). The sales included the intellectual property and inventory of the product lines. In the fiscal years 2011 and 2012, the business was commercially inactive.

The Company pays a director to administer its corporate affairs and monitor residual business matters. During the year the Company paid $5,250 to this director for these services. An affiliate of Andus Inc., the majority shareholder, provides management and accounting services at no charge to the Company. Andus Inc. has also advanced funds to the Company.

Subject to market conditions and opportunities, the Company intends to maintain its existing efforts to explore various alternatives, including acquisition opportunities, for the future use of the public corporate entity. The Company’s discretion in the selection of business opportunities is unrestricted, subject to the availability of such opportunities, economic conditions, and other factors.

Bison has a wholly owned subsidiary, Bison International, Inc., which was incorporated in the U.S. Virgin Islands. Bison International, Inc, processed some international sales of the Company in the past, but is now inactive.

Andus Inc., a Delaware corporation, owns 67.05% of the Company. Andus Inc. is a wholly owned subsidiary of Androcan Inc., a Canadian corporation. Androcan Inc., directly or indirectly, also owns Pylon Electronics Inc. and Canbar Inc., which are involved in the manufacture and sale of various retail and industrial products.

The Company sends out the Form 10-K which includes the audited financial statements for each fiscal year-end to its security holders. The company also files quarterly and annual reports with the Securities and Exchange Commission.


http://secfilings.com/searchresultswide.aspx?link=2&filingid=9033666




.

[polkamatic]

LOL...Nobody disposed of or acquired anything!
They are required annual statements of insider activity.
Grand total= 0




GL

[cashwealth]

maybe finally some action...?

[db7]

Looked like opening stmts to me

[Mark]

Saw all those form 5s, directors disposing of shares? Think this shell changed hands? 888K O/S pretty sweet.

[db7]

several form 5's today

[cashwealth]

Thanks.
Don't know what the owner's are waiting for?

[polkamatic]

Just the new CPA, which has already been 8-k'd....it was an amended filing, for that reason, I believe.


gl

[cashwealth]

Any changes to last files??
Thx

[polkamatic]

BSOI...Form 10k/A filed today:

secfilings.com/searchresultswide.aspx?link=2&filingid=8610321

[polkamatic]

Form 8-K for BISON INSTRUMENTS INC

20-Mar-2012

Changes in Registrant's Certifying Accountant, Financial Statements and Exh
bsoie.ob8-k.html


Item 4.01 Change in Registrant's Certifying Accountant

On November 17, 2011, Michael J. Larsen, CPA ("Larsen"),was engaged as the independent registered public accountant for Bison Instruments, Inc. ("Bison"). The decision to engage Larsen was approved by the Audit Committee of the Board of Directors on November 17, 2011. During the two most recent fiscal years ended October 31, 2011 and 2010, and through to the date of engagement, neither Bison or anyone on its behalf consulted with Larsen, regarding either:
(i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on Bison's financial statements and neither a written report was provided to Bison nor oral advice was provided that Larsen concluded was an important factor considered by Bison in reaching a decision as to the accounting, auditing or financial reporting issue; or
(ii) any matter that was either the subject of a disagreement or a reportable event.

On March 14, 2012, Larsen resigned as Bison's independent registered public accountant. Larsen was engaged to audit the financial statements for the fiscal years ended October 31, 2011 and October 31, 2010, however Larsen did not audit the financial statements for any period, nor did he issue any reports related to Bison's financial statements.

The Audit Committee of the Board of Directors approved the resignation of Larsen on March 14, 2012. There were no disagreements between Bison and Larsen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure during the two fiscal years ended October 31, 2011 and 2010 or any subsequent interim period preceding the date of resignation.

However, there was a reportable event (as that term is used in Item 304(a)(1)(v)(b) of Regulation S-K) between Bison and Larsen that Bison disagrees with. On March 14, 2012 Larsen advised Bison he no longer wished to continue as Bison's independent registered public accounting firm as he had received evidence on March 14, 2012 that "the Company had interfered with (his) confirmation procedures". Bison disagrees with Larsen's claim.

Bison provided Larsen with the requested confirmations and contact names between January 17 and 24, 2012. On February 3, 2012 Bison contacted Larsen about the status of the audit. At that time the company had already missed the required SEC filing due date of January 30, 2012 and was quickly approaching the SEC's Grace Period filing due date of February 14, 2012. Larsen's response on February 7, 2012 was that he did not anticipate to have his audit complete as he had yet to receive most of the confirmations. Furthermore he stated that his confirmation procedures had been hampered by company interference. As Larsen did not provide any written details of the interference to Bison, the company assumed that Larsen was referring to minor issues with the confirmations. Bison viewed these issues as minor clerical errors and not as interference with Larsen's auditing scope or procedure.

As Bison had already been delinquent with meeting two earlier SEC reporting dates and was becoming very concerned about missing the SEC's Rule 6530 Grace Period expiry date of March 16, 2012; Bison asked Larsen on March 14, 2012 to consider issuing a Disclaimer of Opinion to the financial statements so that the Form 10-K could be filed as complete before the SEC's expiry date of March 16, 2012. Larsen subsequently resigned on March 14, 2012 stating that he had just received evidence that the company had interfered with his confirmation procedures. Once again Larsen provided no details to Bison of the interference.

Throughout this process Bison repeatedly tried to follow up with Larsen on the progress of his audits and outstanding confirmations. Bison became very frustrated with Larsen's apparent lack of concern about completing the audits and with meeting the SEC reporting dates. In Bison's view Larsen began the confirmation process late, did not follow up on a timely basis, was uncooperative and appeared not to be concerned about the company's SEC reporting due dates.

Bison provided a copy of this Current Report on Form 8-K to Larsen prior to filing this report and Bison requested that Larsen furnish a letter addressed to the Securities and Exchange Commission stating whether or not he agrees with the statements made in this report Item 4.01. A copy of Larsen's resignation letter is filed as Exhibit 16.1 to this Current Report on Form 8-K.



Item 9.01 Financial Statements and Exhibits

Exhibit
No. Description

16.1 Letter of resignation from Michael J. Larsen, Certified Public Accountant, dated March 14, 2012.

[db7]

10k filed, blurb, "Andus Inc., a Delaware corporation, owns 67.05% of the Company. Andus Inc. is a wholly owned subsidiary of Androcan Inc., a Canadian corporation. Androcan Inc., directly or indirectly, also owns Pylon Electronics Inc. and Canbar Inc., which are involved in the manufacture and sale of various retail and industrial products."

[db7]

late on a filing.. should go away

[cashwealth]

...but why is the 'E' added now?

cw

[polkamatic]

That's down from the 46k reported last year.
At least we know Knight's not net short on us here,lol...

gl

[db7]

sc13-g/a excerpt, "CUSIP NO. 09169P102




1. NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only)



Knight Capital Americas, L.P.,

22-3660471

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ¨ (b) ¨



3. SEC USE ONLY



4. CITIZENSHIP OR PLACE OF ORGANIZATION



Minnesota

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

WITH
5. SOLE VOTING POWER



18,495

6. SHARED VOTING POWER



Not applicable

7. SOLE DISPOSITIVE POWER



18,495

8. SHARED DISPOSITIVE POWER



Not applicable

9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON



18,495

10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*



11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9



2.08% based on outstanding shares reported on the issuer’s 10-Q filed with the SEC for quarterly period ending July 31, 2011.

12.
TYPE OF REPORTING PERSON*



BD




"

[db7]

"Fred E. Ross", google hits are a doc in chicago, an author.. a director at this Canadian co: http://www.pylonelectronics.com/


still looking.. obviously not enough facts yet to know what we have

[db7]

from recent 10k,


"


Item 12. Security Ownership of Certain Beneficial Owners and Management.


(a) Security Ownership Greater than 5%



(1) (2) (3) (4) Title of Class Name and Address of Beneficial Owner Amount and Nature of Beneficial Owner Percent of Class Common Stock
Andus, Inc.*1209 Orange Street, Wilmington, Delaware, 19801 595,539 Common Shares 67.05%




* Andus, Inc., a Delaware corporation, is a subsidiary of Androcan Inc., a Canadian corporation. Androcan Inc. is controlled by Barrie D. Rose, and members of his immediate family.


(b) Security Ownership of Management



(1) (2) (3) (4) Title of Class Name and Address of Beneficial Owner Amount and Nature of Beneficial Owner Percent of Class Common Stock
Barrie D. Rose50 Bartor RoadToronto, Ontario, Canada, M9M 2G5 595,539 Common Shares 67.05%



"

[db7]

8k, "Item 5.02 Departure of Director or Certain Officers; Election of Directors; Appointment of Certain Officers


(b) On December 19, 2011, Barrie D. Rose resigned as Chief Executive Officer, Chairman and Director of Bison Instruments, Inc.


(c) On December 19, 2011, Fred E. Ross was appointed Chief Executive Officer, Chairman and Director of Bison Instruments, Inc.



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Bison Instruments, Inc.
Date: December 19, 2011 (Registrant)

/s/ Fred E. Ross
(Signature)*

*Print name and title of the signing officer under his signature. Fred E. Ross
Chief Executive Officer
"

[56Chevy]

Good morning db7- glad you were able to add position. The NOLCF is certainly worthwhile in the next coming years for someone looking to find a business to merge with. Good luck!

[db7]

hi chevy, i was lucky enough to add the other day.. fwiw, they change that date all the time .... look back at prior filings... date keeps advancing BUT i still think this gets used and sometime VERY soon due to this->>


http://investorshub.advfn.com/boards/read_msg.aspx?message_id=66875914

[56Chevy]

The application of the going concern basis is dependent on the continued support of Andus Inc., the majority shareholder, who has committed to support the Company financially for its normal management and corporate expenses at levels of present expenditures until February 1, 2012.

Little more than a month away and we see what becomes of Bison Instruments Inc.

[db7]

Time & Sales
Price Size Exch Time
$0.2000 105 OBB 08/26
$0.2600 5,000 OBB 08/09
$0.2200 5,000 OBB 06/29
$0.2300 5,000 OBB 06/29
$0.2200 4,450 OBB 06/29
$0.3000 5,000 OBB 05/27
$0.2900 5,000 OBB 05/27
$0.2100 130 OBB 05/16
$0.2100 4,450 OBB 03/17
$0.2100 4,450 OBB 03/04
$0.3000 100 OBB 03/04
$0.3000 5,000 OBB 03/02
$0.2100 300 OBB 03/02
$0.2000 5,000 OBB 02/08
$0.2000 5,000 OBB 02/08
$0.2000 5,000 OBB 02/08
$0.1800 170 OBB 11/22
$0.1800 2,000 OBB 10/28
$0.1700 3,000 OBB 09/07
$0.1700 2,500 OBB 08/31
$0.1700 2,000 OBB 08/13
$0.1700 2,000 OBB 08/12
$0.1700 4,700 OBB 08/06
$0.2000 5,000 OBB 07/02
$0.2000 5,000 OBB 07/02
$0.2000 4,700 OBB 06/25
$0.2000 1,500 OBB 06/25
$0.2000 1,500 OBB 06/25
$0.2000 5,000 OBB 06/25
$0.2000 3,000 OBB 05/17

[db7]

added

[cashwealth]

i don't think so they care , they have plenty of money..
To bad, could be a great run.

cw

[opas60]

sure and it shouuld be very profitable bussines

[db7]

but the key is the biggest tax loss carry forwards are 2012 and 2013.. 'if' they are going to use the shell NOW is the time imo

[opas60]

Ja, I share the same opinion for 7 years.Last year I quited.
We'll see maybe sothing will hapen.Reagrding the xtreme low float this one should run very fast.
JMO.

[db7]

i think this gets some action VERY soon based on this (notice 2012 and 2013 are the important years for tax loss carry forwards)->


"
Loss carry-forwards expire as follows:

















2011




$
13,000


2012





827,000


2013





649,000


2014





2,000


2015





16,000


2016





47,000


2017





30,000


2018





33,000


2019





32,500


2020





60,000


2021





36,000


2022





44,000


2023





48,000


2024





53,000


2025





53,000







$
1,943,500

"

[opas60]

NEVER my friend , NEVER ! I quit with this one last year after 5 years waiting and that's it.The very best shell but WTF if the owner doesn't want to sell it.MY advice sell and go away - as simple as that.
IMHO.

[cashwealth]

When this will pop? I'm holding this almost 8 years....lol

[cashwealth]

hahahah, lol...sitting on this gold mine. Looks they can until 2024...?

cw

[db7]

from 10Q, "The General Manager, Larry Martin, administers the corporate affairs of the Company and monitors residual business matters. During the period, the Company incurred expenses to Mr. Martin of $2,400 for these services. An office is maintained in Chanhassen, Minnesota, which is provided free of charge by Mr. Martin. An affiliate of Andus Inc., the majority shareholder, provides management and accounting services at no charge to the Company.

The Company has income tax losses of approximately $1,943,500 per 10-K available for carry forwards, which may be used to reduce future years' taxable income and for which the benefit has not been recorded. These losses expire between 2011 and 2024.

The Company has no means to generate revenue necessary to pay its obligations to regulatory bodies, directors, accountants and lawyers. In this regard, Andus Inc., the majority shareholder has committed to support the Company for its normal management and corporate expenses at levels of present expenditure until May 1, 2012.

Management continues to pursue other business opportunities for the Company including merger opportunities with other businesses which may result in a reverse-take-over of the Company. However, there is no guarantee that management will be successful in their endeavours
"

[polkamatic]

The single trade zombie float lockup...
probably just a blip on the radar though,lol.

(note that was a double-post and not a double trade)

[opas60]

not bad after all those years

[polkamatic]

(BSOI.OB) May 27: 0.30 Up 0.09 (+42.86%)

Volume: 10,000

[polkamatic]

(BSOI.OB) May 27: 0.30 Up 0.09 (+42.86%)

Volume: 10,000

[db7]

yep this is a nice shell

[Enterprising Investor]

Going Concern Uncertainty (3/17/11)

These interim period consolidated financial statements have been prepared on the going concern basis which assumes that the Company will continue in operation for the foreseeable future and be able to realize its assets and discharge its liabilities in the normal course of business. There is significant doubt about the appropriateness of the use of the going concern assumption because the Company experienced losses and negative cash flows in the current and prior periods and has a stockholders’ deficiency. The application of the going concern basis is dependent on the continued support of Andus Inc., the majority shareholder, who has committed to support the Company financially for its normal management and corporate expenses at levels of present expenditures until February 1, 2012. Management continues to pursue other business opportunities for the Company including merger opportunities with other businesses, which may result in a reverse-take-over of the company. However, there is no guarantee that management will be successful in their endeavours.

http://sec.gov/Archives/edgar/data/1093683/000089710111000421/bison111364_10q.htm

[polkamatic]

Securities Exchange Act of 1934 - Rule 13d-1
Filings of Schedules 13D and 13G
http://www.moneymanagerservices.com/laws/sea_13d_1.cfm

(a) Any person who, after acquiring directly or indirectly the beneficial ownership of any equity security of a class which is specified in paragraph (i) of this section, is directly or indirectly the beneficial owner of more than five percent of the class shall, within 10 days after the acquisition, file with the Commission, a statement containing the information required by Schedule 13D.

(b)(1) A person who would otherwise be obligated under paragraph (a) of this section to file a statement on Schedule 13D may, in lieu thereof, file with the Commission, a short-form statement on Schedule 13G, Provided, That:

(i) Such person has acquired such securities in the ordinary course of his business and not with the purpose nor with the effect of changing or influencing the control of the issuer, nor in connection with or as a participant in any transaction having such purpose or effect, including any transaction subject to Rule 13d-3(b); and

(ii) Such person is:

(A) A broker or dealer registered under section 15 of the Act;

(B) A bank as defined in section 3(a)(6) of the Act;

(C) An insurance company as defined in section 3(a)(19) of the Act;

(D) An investment company registered under section 8 of the Investment Company Act of 1940;

(E) Any person registered as an investment adviser under Section 203 of the Investment Advisers Act of 1940 or under the laws of any state;

(F) An employee benefit plan as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended, 29 U.S.C. 1001 et seq. ("ERISA") that is subject to the provisions of ERISA, or any such plan that is not subject to ERISA that is maintained primarily for the benefit of the employees of a state or local government or instrumentality, or an endowment fund;

(G) A parent holding company or control person, provided the aggregate amount held directly by the parent or control person, and directly and indirectly by their subsidiaries or affiliates that are not persons specified in Rule 13d- 1(b)(1)(ii)(A) through (I), does not exceed one percent of the securities of the subject class;

(H) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(I) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; and

(J) A group, provided that all the members are persons specified in Rule 13d- 1(b)(1)(ii)(A) through (I); and

(iii) Such person has promptly notified any other person (or group within the meaning of section 13(d)(3) of the Act) on whose behalf it holds, on a discretionary basis, securities exceeding five percent of the class, of any acquisition or transaction on behalf of such other person which might be reportable by that person under section 13(d) of the Act. This paragraph only requires notice to the account owner of information which the filing person reasonably should be expected to know and which would advise the account owner of an obligation he may have to file a statement pursuant to section 13(d) of the Act or an amendment thereto.

(2) The Schedule 13G filed pursuant to paragraph (b)(1) of this section shall be filed within 45 days after the end of the calendar year in which the person became obligated under paragraph (b)(1) of this section to report the person's beneficial ownership as of the last day of the calendar year, Provided, That it shall not be necessary to file a Schedule 13G unless the percentage of the class of equity security specified in paragraph (i) of this section beneficially owned as of the end of the calendar year is more than five percent; However, if the person's direct or indirect beneficial ownership exceeds 10 percent of the class of equity securities prior to the end of the calendar year, the initial Schedule 13G shall be filed within 10 days after the end of the first month in which the person's direct or indirect beneficial ownership exceeds 10 percent of the class of equity securities, computed as of the last day of the month.

(c) A person who would otherwise be obligated under paragraph (a) of this section to file a statement on Schedule 13D may, in lieu thereof, file with the Commission, within 10 days after an acquisition described in paragraph (a) of this section, a short-form statement on Schedule 13G. Provided, That the person:

(1) Has not acquired the securities with any purpose, or with the effect of, changing or influencing the control of the issuer, or in connection with or as a participant in any transaction having that purpose or effect, including any transaction subject to Rule 13d-3(b);

(2) Is not a person reporting pursuant to paragraph (b)(1) of this section; and

(3) Is not directly or indirectly the beneficial owner of 20 percent or more of the class.

(d) Any person who, as of the end of any calendar year, is or becomes directly or indirectly the beneficial owner of more than five percent of any equity security of a class specified in paragraph (i) of this section and who is not required to file a statement under paragraph (a) of this section by virtue of the exemption provided by Section 13(d)(6)(A) or (B) of the Act, or because the beneficial ownership was acquired prior to December 22, 1970, or because the person otherwise (except for the exemption provided by Section 13(d)(6)(C) of the Act) is not required to file a statement, shall file with the Commission, within 45 days after the end of the calendar year in which the person became obligated to report under this paragraph (d), a statement containing the information required by Schedule 13G.

(e)(1) Notwithstanding paragraphs (b) and (c) of this section and Rule 13d-2(b), a person that has reported that it is the beneficial owner of more than five percent of a class of equity securities in a statement on Schedule 13G pursuant to paragraph (b) or (c) of this section, or is required to report the acquisition but has not yet filed the schedule, shall immediately become subject to Rule 13d-1(a) and Rule 13d-2(a) and shall file a statement on Schedule 13D within 10 days if, and shall remain subject to those requirements for so long as, the person:

(i) Has acquired or holds the securities with a purpose or effect of changing or influencing control of the issuer, or in connection with or as a participant in any transaction having that purpose or effect, including any transaction subject to Rule 13d-3(b); and

(ii) Is at that time the beneficial owner of more than five percent of a class of equity securities described in Rule 13d-1(i).

(2) From the time the person has acquired or holds the securities with a purpose or effect of changing or influencing control of the issuer, or in connection with or as a participant in any transaction having that purpose or effect until the expiration of the tenth day from the date of the filing of the Schedule 13D pursuant to this section, that person shall not:

(i) Vote or direct the voting of the securities described therein; or

(ii) Acquire an additional beneficial ownership interest in any equity securities of the issuer of the securities, nor of any person controlling the issuer.

(f)(1) Notwithstanding paragraph (c) of this section and Rule 13d-2(b), persons reporting on Schedule 13G pursuant to paragraph (c) of this section shall immediately become subject to Rule 13d-1(a) and Rule 13d- 2(a) and shall remain subject to those requirements for so long as, and shall file a statement on Schedule 13D within 10 days of the date on which, the person's beneficial ownership equals or exceeds 20 percent of the class of equity securities.

(2) From the time of the acquisition of 20 percent or more of the class of equity securities until the expiration of the tenth day from the date of the filing of the Schedule 13D pursuant to this section, the person shall not:

(i) Vote or direct the voting of the securities described therein,

(ii) Acquire an additional beneficial ownership interest in any equity securities of the issuer of the securities, nor of any person controlling the issuer.

(g) Any person who has reported an acquisition of securities in a statement on Schedule 13G pursuant to paragraph (b) of this section, or has become obligated to report on the Schedule 13G but has not yet filed the Schedule, and thereafter ceases to be a person specified in paragraph (b)(1)(ii) of this section or determines that it no longer has acquired or holds the securities in the ordinary course of business shall immediately become subject to Rule 13d-1(a) or Rule 13d-1(c) (if the person satisfies the requirements specified in Rule 13d-1(c)), and Rule 13d-2 (a), (b) or (d), and shall file, within 10 days thereafter, a statement on Schedule 13D or amendment to Schedule 13G, as applicable, if the person is a beneficial owner at that time of more than five percent of the class of equity securities.

(h) Any person who has filed a Schedule 13D pursuant to paragraph (e), (f) or (g) of this section may again report its beneficial ownership on Schedule 13G pursuant to paragraphs (b) or (c) of this section provided the person qualifies thereunder, as applicable, by filing a Schedule 13G once the person determines that the provisions of paragraph (e), (f) or (g) of this section no longer apply.

(i) For the purpose of this regulation, the term "equity security" means any equity security of a class which is registered pursuant to section 12 of that Act, or any equity security of any insurance company which would have been required to be so registered except for the exemption contained in section 12(g) (2) (G) of the Act, or any equity security issued by a closed-end investment company registered under the Investment Company Act of 1940: Provided, such term shall not include securities of a class of non-voting securities.

(j) For the purpose of sections 13(d) and 13(g), any person, in determining the amount of outstanding securities of a class of equity securities, may rely upon information set forth in the issuer's most recent quarterly or annual report, and any current report subsequent thereto, filed with the Commission pursuant to this Act, unless he knows or has reason to believe that the information contained therein is inaccurate.

(k)(1) Whenever two or more persons are required to file a statement containing the information required by Schedule 13D or Schedule 13G with respect to the same securities, only one statement need be filed: Provided, That:

(i) Each person on whose behalf the statement is filed is individually eligible to use the Schedule on which the information is filed;

(ii) Each person on whose behalf the statement is filed is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; such person is not responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate; and

(iii) Such statement identifies all such persons, contains the required information with regard to each such person, indicates that such statement is filed on behalf of all such persons, and includes, as an exhibit, their agreement in writing that such a statement is filed on behalf of each of them.

(2) A group's filing obligation may be satisfied either by a single joint filing or by each of the group's members making an individual filing. If the group's members elect to make their own filings, each such filing should identify all members of the group but the information provided concerning the other persons making the filing need only reflect information which the filing person knows or has reason to know.

[db7]

Knight filed several sc13's the other day fwiw... nonetheless... i'm long here and think it is a winner at some point


g/l

[polkamatic]

I don't think it means anything except that Knight wound up with 46k shares of a microfloat shell, probably as a result of the recent trade the other day. I could be wrong but I think it's merely a procedural filing due to their sudden 5% ownership.


GL

[opas60]

Hmm SC 13 sounds promising.

[polkamatic]

BSOI...Form SC 13Gf filed today:

http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=7722429-1202-17313&type=sect&TabIndex=2&companyid=67015&ppu=%252fdefault.aspx%253fcik%253d1093683




NAME OF REPORTING PERSON:

Knight Capital Americas, L.P., formerly Knight Equity Markets, L.P.
22-3660471

SOLE VOTING POWER
46,012

SOLE DISPOSITIVE POWER
46,012

PERCENT OF CLASS REPRESENTED
5.18% based on outstanding shares reported on the issuer’s 10-Q filed with the SEC for quarterly period ending Oct. 31, 2010.