UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
INNOLOG HOLDINGS
CORPORATION
|
(Name
of Issuer)
|
Common Stock, $0.001 par
value
|
(Title
of Securities)
|
|
Michael
J. Kane
|
|
c/o
Innolog Holdings Corporation
|
|
4000
Legato Road, Suite 830
|
|
Fairfax,
Virginia 22033
|
|
(703)-766-1412
|
(Name,
Address and Telephone Number of Person Authorized to
|
Receive
Notices and
Communications)
|
August 23, 2010
|
(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), Rule 13d-1(f) or Rule 13d-1(g), check the
following box.
¨
*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
(“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. 45777R106
|
|
1.
|
Name
of Reporting Persons
|
|
IRS
Identification Nos. of Above Persons (Entities Only)
|
|
Michael
J. Kane
|
|
|
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) OO
|
5.
|
Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
|
6.
|
Citizenship or Place of Organization United
States
|
Number
of Shares Beneficially Owned by Each Reporting Person
With:
|
|
|
7.
|
Sole
Voting Power 6,624,809*
|
|
|
8.
|
Shared
Voting Power Not Applicable
|
|
|
9.
|
Sole
Dispositive Power 6,624,809*
|
|
|
10.
|
Shared
Dispositive Power Not Applicable
|
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting
Person 6,624,809*
|
|
|
12.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
¨
|
|
|
13.
|
Percent
of Class Represented by Amount in Row
(11) 33.3%*
|
|
|
14.
|
Type
of Reporting Person (See
Instructions) IN
|
|
|
*This
amount includes the following: 205,527 shares of Common Stock, 1,102,769 shares
of Series A Convertible Preferred Stock that may be converted into 1,102,769
shares of Common Stock, warrants for the purchase of 1,779,495 shares of Common
Stock and an option for the purchase of 2,000,000 shares of Common Stock, all
owned directly by the Reporting Person. This number also includes
137,018 shares of Common Stock, 700,000 shares of Series A Convertible Preferred
Stock that may be converted into 700,000 shares of Common Stock and a warrant to
purchase 700,000 shares of Common Stock owned by FIVEK Investments,
LP. Mr. Kane is the general partner of FIVEK Investments, LP and the
person with voting and investment control over its securities.
Item
1.
|
Security
and Issuer
|
This statement relates to the Common
Stock, $0.001 par value, of Innolog Holdings Corporation (the
“Issuer”). The Issuer’s address is 4000 Legato Road, Suite 830,
Fairfax, Virginia 22033.
Item
2.
|
Identity
and Background
|
(a) This
statement is filed by Michael J. Kane (the “Reporting Person”).
(b) The
Reporting Person’s address is 4000 Legato Road, Suite 830, Fairfax, Virginia
22033.
(c) The
Reporting Person is the Secretary, Treasurer and a director of the
Issuer.
(d) During
the last five years, the Reporting Person has not been convicted in a criminal
proceeding.
(e) During
the last five years, the Reporting Person has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a 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) The
Reporting Person is a citizen of the United States.
Item
3.
|
Source
and Amount of Funds or Other
Consideration
|
On August 23, 2010, the Issuer granted
an option (the “Option”) to the Reporting Person. Other than services
performed, no consideration was given to the Issuer for the option.
Item
4.
|
Purpose
of Transaction
|
The
Issuer granted the Option to the Reporting Person in exchange for services
performed.
Item
5.
|
Interest
in Securities of the Issuer
|
As computed using Rule 13d-3
promulgated under the Securities Exchange Act of 1934, as amended, the Reporting
Person beneficially owns a total of 6,624,809 shares, or approximately 33.3%, of
the Issuer’s Common Stock. The Reporting Person owns 205,527 shares
of Common Stock, 1,102,769 shares of Series A Convertible Preferred Stock,
warrants for the purchase of 1,779,495 shares of Common Stock and the
Option. The Option was granted on August 23, 2010 and provides for
the purchase of 2,000,000 shares of Common Stock at an exercise price of $0.50
per share. The Option has a term of 5 years.
As the
general partner of FIVEK Investments, L.P., the Reporting Person has sole voting
and dispositive power over the securities owned by FIVEK
Investments. As computed using Rule 13d-3 promulgated under the
Securities Exchange Act of 1934, as amended, FIVEK Investments, L.P.
beneficially owns a total of 1,537,018 shares, or approximately 10.2%, of the
Issuer’s Common Stock. This includes 137,018 shares of Common Stock,
700,000 shares of Series A Convertible Preferred Stock and a warrant to purchase
700,000 shares of Common Stock.
Item 6.
|
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
The Reporting Person has 2 warrants,
one of which was granted on March 31, 2009 for the purchase of 220,000 shares of
the Issuer’s Common Stock and the other of which was granted on June 1, 2010 for
the purchase of 1,559,495 shares of the Issuer’s Common Stock. The
exercise prices for the warrant shares are $0.0227 and $0.50,
respectively. The right to purchase the warrant shares will terminate
on March 31, 2016 and June 1, 2015, respectively. The warrants had
been granted prior to the Merger and were assumed by the Issuer in conjunction
with the Merger. The Reporting Person also owns 1,102,769 shares of
the Issuer’s Series A Convertible Preferred Stock. On August 23,
2010, the Reporting Person received the Option. As reported herein,
FIVEK Investments, L.P. owns 700,000 shares of Series A Convertible Preferred
Stock and a warrant for the purchase of 700,000 shares of the Issuer’s Common
Stock at a price of $0.50 per share. The warrant will expire on June
1, 2015. The warrant had been granted prior to the Merger and was
assumed by the Issuer in conjunction with the Merger. The Reporting
Person has voting and investment control over the securities owned by FIVEK
Investments, L.P.
Item
7.
|
Material
to Be Filed as Exhibits
|
Option
Agreement
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.
December
15, 2010
|
/s/Michael Kane
|
|
Michael
J. Kane
|
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