* Pursuant to Rule 13d-4, Mr. Laifer disclaims beneficial ownership of these shares.
** This percentage is based on an aggregate of 1,306,017 shares of the Issuers Common Stock outstanding as of October 11, 2012 as
reported in the Issuers Form 10-Q for the fiscal quarter ended August 31, 2012.
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CUSIP No. 583062203
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13D
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Page 5 of 8
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Item 1.
Security and Issuer
This Amendment No. 3 to Schedule 13D is being filed to amend the
Schedule 13D filed by the undersigned on June 13, 2011, as amended by Amendment No. 1 to Schedule 13D filed by the undersigned on August 5, 2011 and
by Amendment No. 2 to Schedule 13D filed by the undersigned on July 20, 2012, with respect to the common stock, $.01 par value per share (the
Common
Stock
) of Meade Instruments Corp., a Delaware corporation (the
Issue
r
). The address of the principal executive
offices of the Issuer is 27 Hubble, Irvine, California 92618. All other information in the Schedule 13D not otherwise amended hereby remains unchanged.
Item 3.
Source and Amount of Funds or Other
Consideration
Item 3 of the Schedule 13D is hereby amended and
restated in its entirety as follows:
Wapiti purchased the 60,363 shares of
Common Stock in the open market for the aggregate net purchase price of approximately $214,999. An itemized breakdown of the daily transactions during the
past sixty days is more fully set forth in Item 5 below. The source of funds for the payment by Wapiti
for such Common Stock was the
working capital of Wapiti.
Item 5.
Interest in Securities of the Issuer
Item 5 of the Schedule 13D is hereby amended to
read in its entirety as follows:
(a)
Wapiti is the record owner of 60,363 shares of
Common Stock of the Issuer, representing approximately 4.6% of the Issuers outstanding Common Stock based on an aggregate of 1,306,017 shares of the
Issuers Common Stock outstanding as of October 11, 2012 as reported in the Issuers Form 10-Q for the fiscal quarter ended August 31, 2012. The
General Partner, which is responsible for the management of Wapiti, and Mr. Laifer, as the managing member of the General Partner, in which capacity he has
voting and/or investment power over the shares of Common Stock held by Wapiti, may each be deemed to beneficially own the shares of Common Stock held by Wapiti.
Pursuant to Rule 13d-4, the General Partner and Mr. Laifer each disclaims beneficial ownership of the 60,363 shares of Common Stock of the Issuer held by
Wapiti.
(b)
Wapiti, as the record owner of the 60,363 shares
of Common Stock, has the power to vote, or direct the vote, and the power to dispose of, or to direct the disposition of, such shares of Common Stock.
Each of the General Partner and Mr. Laifer, however, may be deemed to share voting and dispositive power over the 60,363 shares of Common Stock of the
Issuer held directly by Wapiti.
(c)
Information regarding transactions in shares of
Common Stock of the Issuer, which were effected by Wapiti on the open market during the past sixty days, is set forth on
Schedule 1
attached hereto.
(d)
Other than as described in this Schedule 13D,
as amended, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such
securities.
(e)
Each of Wapiti, the General Partner and Mr.
Laifer ceased to be the beneficial owner of more than five percent of the Common Stock on December 10, 2012.
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CUSIP No. 583062203
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13D
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Page 6 of 8
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Item 7.
Material to be Filed as Exhibits
The Joint Filing Agreement, dated as of June 13,
2011, by and among Wapiti, the General Partner and Mr. Laifer (incorporated by reference to
Exhibit A
to the Schedule 13D filed by the undersigned on
June 13, 2011).
[Signature Page Follows.]
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CUSIP No. 583062203
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13D
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Page 7 of 8
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Signatures
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.
Dated: December 12, 2012
WAPITI CAPITAL PARTNERS, L.P.
By: Wapiti Capital Investment Management, LLC, its General
Partner
By:
/s/ Lance Laifer
Lance Laifer, Managing
Member
WAPITI CAPITAL INVESTMENT MANAGEMENT, LLC
By:
/s/ Lance Laifer
Lance Laifer, Managing
Member
/s/ Lance Laifer
Lance Laifer
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CUSIP No. 583062203
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13D
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Page 8 of 8
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Schedule 1
Purchases of Issuer Common Stock
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Date
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Quantity
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Price per Share ($)
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12/7/2012
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1000
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2.25
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12/6/2012
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200
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2.24
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12/6/2012
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200
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2.20
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12/6/2012
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500
|
2.12
|
12/6/2012
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200
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2.23
|
12/4/2012
|
100
|
1.69
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12/4/2012
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500
|
1.82
|
11/6/2012
|
100
|
1.98
|
11/5/2012
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100
|
1.75
|
11/5/2012
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100
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1.77
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Dispositions of Issuer Common Stock
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|
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Date
|
Quantity
|
Price per Share ($)
|
12/10/2012
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2500
|
1.52
|
12/10/2012
|
7500
|
1.50
|
12/10/2012
|
5000
|
1.55
|
12/10/2012
|
5000
|
1.59
|
12/10/2012
|
900
|
1.81
|
12/10/2012
|
705
|
1.83
|
12/10/2012
|
1000
|
1.82
|
12/10/2012
|
1600
|
1.84
|
12/10/2012
|
1000
|
1.90
|
12/10/2012
|
700
|
1.96
|
12/10/2012
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2500
|
1.95
|
12/10/2012
|
4150
|
2.00
|
12/10/2012
|
5000
|
2.01
|
12/10/2012
|
118
|
2.10
|
12/10/2012
|
500
|
2.10
|
12/10/2012
|
5000
|
2.10
|
12/6/2012
|
7500
|
2.10
|
12/4/2012
|
1000
|
1.68
|
12/3/2012
|
1000
|
1.60
|
12/3/2012
|
1000
|
1.60
|
12/3/2012
|
1000
|
1.60
|
11/6/2012
|
500
|
1.90
|