UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 16)
International Baler Corporation
(Name of Issuer)
Common Stock - $.01 par value per share
(Title of Class of Securities)
459041-10-9
(CUSIP Number)
Leland E. Boren and Avis Industrial Corporation
1909 S Main Street, P.O. Box 548, Upland, Indiana 46989 (765) 998-8100
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
07/23/2018
(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 which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 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).
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1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Leland E. Boren
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [ ] (b) [ ]
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3. SEC USE ONLY:
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4. SOURCE OF FUNDS
PF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION:
United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER: 2,633,896
8. SHARED VOTING POWER: 1,569,162 (1)
9. SOLE DISPOSITIVE POWER: 2,633,896
10. SHARED DISPOSITIVE POWER: 1,569,162 (1)
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
4,203,058
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
81.08%
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14. TYPE OF REPORTING PERSON:
IN
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(1) Includes 1,569,162 shares of common stock, par value $0.01 per share
("Common Stock"), of International Baler Corporation, owned by
Avis Industrial Corporation, of which Reporting Person is majority owner.
Reporting Person disclaims beneficial ownership of the shares owned by
Avis Industrial Corporation.
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1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Avis Industrial Corporation
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [ ] (b) [ ]
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3. SEC USE ONLY:
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4. SOURCE OF FUNDS
OO
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION:
United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER: 1,569,162
8. SHARED VOTING POWER: 2,633,896 (2)
9. SOLE DISPOSITIVE POWER: 1,569,162
10. SHARED DISPOSITIVE POWER: 2,633,896 (2)
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
4,203,058(2)
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
81.08%
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14. TYPE OF REPORTING PERSON:
CO
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(2) Includes 2,633,896 shares of common stock, par value $0.01 per share
("Common Stock"), of International Baler Corporation, owned by
Leland E. Boren who is majority owner of Avis Industrial
Corporation. Avis Industrial Corporation disclaims beneficial
ownership of the shares owned by Leland E. Boren.
STATEMENT ON SCHEDULE 13D
Pursuant to Rule 13d-2(a) of the Securities Exchange Act of 1934, as
amended (the "Act"), the undersigned Reporting Person hereby amends his
initial Statement on Schedule 13D dated February 16, 2005, as amended by
Schedule 13D/A's filed on June 15, 2005, August 12, 2005, May 5, 2006,
May 26, 2006, January 17, 2007, February 15, 2007, March 15, 2007,
May 1, 2007, December 3, 2007, June 18, 2014, February 19, 2015,
April 24, 2015, August 31, 2015, February 8, 2016, June 1, 2016 and
July 14, 2017 respectively.
All information herein with respect to International Baler Corporation,
f/k/a Waste Technology Corp., a Delaware corporation (the "Issuer"), is
to the best knowledge and belief of the Reporting Persons as defined
herein.
ITEM 1. SECURITY AND ISSUER.
No material change.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This statement is filed by Mr. Leland E. Boren, an individual,
and Avis Industrial Corporation, an Indiana corporation (referred to
together as the "Reporting Persons"). The Reporting Persons are filing
jointly, pursuant to the provisions of Rule 13d-1(k)(1) under the Act. See
Exhibit 99.1 for Reporting Persons' Joint Filing Agreement.
(b) Mr. Boren's business address is 1909 S. Main Street, P.O.
Box 548, Upland, IN 46989. The principal business address and
principal office address of Avis Industrial Corporation is 1909 S. Main
Street, Upland, Indiana 46989.
(c) Mr. Boren serves as the CEO, President, and Chairman of the
Board of Avis Industrial Corporation. Mr. Boren is the controlling shareholder
of Avis Industrial Corporation. Mr. Boren was elected to the Board of
Directors of the Issuer on March 9, 2005. Mr. Boren was then elected
to a three-year term as a Director by the shareholders of the Issuer at
their annual meeting on June 2, 2005, and re-elected in 2008, 2011, 2014
and 2017.
Avis Industrial Corporation's principal business is to manufacture
a broad range of products to serve the automotive, metalworking,
railroad, off-highway, construction, energy, aerospace, recycling and
consumer industries.
(d) Neither of the Reporting Persons nor the persons listed in
Schedule A, during the last five years, have been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors).
(e) Neither of the Reporting Persons nor the persons listed in
Schedule A, during the last five years, was 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) Mr. Leland E. Boren is a citizen of the United States of
America. Avis Industrial Corporation is a corporation organized under
the laws of the State of Indiana in the United States of America. All of
the persons listed in Schedule A are citizens of the United State of
America.
The name, business address, present principal occupation or
employment and citizenship of each director and executive officer of
Avis Industrial Corporation (other than Mr. Boren's information which
is provided above) are set forth on Schedule A hereto and are incorporated
herein by reference.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The source of the purchase price paid by the Reporting Persons for
their shares of Common Stock were their personal funds.
ITEM 4. PURPOSE OF TRANSACTION.
On the following dates, Avis Industrial Corporation purchased additional
shares of the Common Stock of the Issuer: 4,900 shares on July 14, 2017,
1,700 shares on July 24, 2017, 1,065 shares on July 26, 2017, 100 shares
on July 27, 2017, 3,372 shares on August 10, 2017, 2,628 shares on August
11, 2017, 3,000 shares on October 12, 2017, 3,000 shares on November 24,
2017, 400 shares on December 22, 2017, 395 shares on December 26, 2017,
1,608 shares on April 4, 2018, 400 shares on April 13, 2018, 900 shares
on May 3, 2018 and 152,521 shares on July 23, 2018.
Favorable pricing has compelled the Reporting Person to make investments
in the Common Stock described by this Statement on Schedule 13D.
So long as the pricing remains attractive, the Reporting Person
intends to continue purchasing shares of Common Stock.
Other than as described in this Statement on Schedule 13D, at the
Present time the Reporting Person has no specific plans or proposals
which would relate to or result in:
(i) the acquisition by any person of additional securities of the
Issuer, or the disposition of securities of the Issuer;
(ii) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
(iii) a sale or transfer of a material amount of assets of the Issuer or
any of its subsidiaries;
(iv) any change in the present Board of Directors or management of the
Issuer, including any plans or proposals to change the number or
term of directors or to fill any existing vacancies on the Board of
Directors;
(v) any material change in the present capitalization or dividend policy
of the Issuer;
(vi) any other material change in the Issuer's business or corporate
structure;
(vii) changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person;
(viii) causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association;
(ix) a class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act;
or
(x) any actions similar to those enumerated above.
The Reporting Persons reserve the right to formulate specific plans
Or proposals with respect to, or to change their intentions regarding,
any or all of the foregoing.
The Reporting Persons may also, from time to time, discuss with
Management and other shareholders of the Issuer and other parties methods
by which the Issuer can best preserve and increase its value. Such
methods may involve strategic alliances, business combinations, cost
containment measures and other similar arrangements, including such
alliances and arrangements with affiliates of the Reporting Persons. If
as a result of such discussions, the Reporting Persons decide to pursue
any of the methods for preserving and increasing the value of the Issuer
described herein, then the consummation thereof could involve
transactions in the nature of those described in subparagraphs (i)
through (x) above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a)-(b) As set forth in this Statement on Schedule 13D, Leland
E. Boren currently owns, has the sole power to vote and the sole power
to dispose of 2,633,896 shares of Common Stock of the Issuer,
representing 50.81% of the outstanding Common Stock (based on the
number of shares of Common Stock outstanding as of May 31, 2018). As set
forth in this Statement on Schedule 13D, Avis Industrial Corporation
currently owns, has the sole power to vote and the sole power to dispose
of 1,569,162 shares of Common Stock of the Issuer, representing 30.27% of
the outstanding Common Stock (based on the number of shares of Common
Stock outstanding as of May 31, 2018). Mr. Boren and Avis Industrial
Corporation disclaim beneficial ownership of the shares of Common Stock
held by the other.
(c) During the sixty (60) days prior to the filing date of this
Statement, the following transactions were effected: 152,521 shares on
July 23, 2018.
(d) Not applicable.
(e) Not applicable.
Other than the transactions described in Item 3, Item 4 and this
Item 5, the Reporting Persons or, to the knowledge of the Reporting
Persons, any persons listed on Schedule A, have not effected any
transactions in the Common Stock during the preceding 60 days.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
The Reporting Persons are parties to an agreement with respect to
the joint filing of this Schedule 13D and any amendments thereto, a copy
of which is attached as Exhibit 99.1 to hereto and is incorporated by
reference herein.
Except as otherwise described in this Schedule 13D, to the
knowledge of the Reporting Persons, there are no other contracts,
arrangements, understandings or relationship (legal or otherwise) amount
the persons named in Item 2 or listed on Schedule A hereto, and between
such persons and any person, with respect to any securities of the
issuer, including but not limited to transfer or voting of any of the
securities of the Issuer, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees or profits, division of profits
or loss, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
99.1 Joint Filing Agreement between the Reporting Persons.
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SIGNATURES
After reasonable inquiry and to the best of the undersigned's
knowledge and belief, the undersigned certifies that the information set
forth in this statement is true, complete and correct.
Dated: August 1, 2018 By: \s\ Leland E. Boren
Name: Leland E. Boren
AVIS INDUSTRIAL CORPORATION
Dated: August 1, 2018 By: \s\ Leland E. Boren
Name: Leland E. Boren, President
Schedule A
DIRECTORS AND EXECUTIVE OFFICERS OF CERTAIN REPORTING PERSONS
The following sets forth the name, citizenship, principal
occupation and business address of each director and executive officer,
as applicable, of the Reporting Persons. All executive officers and
directors listed in this Schedule A are U.S. citizens.
Avis Industrial Corporation ("Avis"):
Name Principal Occupation Business Address
Leland E. Boren Chairman, President & CEO 1909 S. Main Street
Upland, IN 46989
Angela M. Darlington Vice President-Secretary, 1909 S. Main Street
Assistant to the Chairman Upland, IN 46989
Martha R. Songer Vice President, Assistant 1909 S. Main Street
to the Chairman Upland, IN 46989
Lael E. Boren Vice President-Sales 1909 S. Main Street
Upland, IN 46989
Craig A. Little Vice President 314 North Jackson Street
Jackson, MI 49201
Peggy L. Sheets Vice President - 1909 S. Main Street
Benefits &Insurance Upland, IN 46989
Tracee L. Pennington Treasurer 1909 S. Main Street
Upland, IN 46989
Exhibit 99.1
JOINT FILING AGREEMENT
The undersigned each agree that the Statement on Schedule 13D
relating to the common stock, $0.01 par value, of International
Baler Corporation (i) is adopted and filed on behalf of each
of them, (ii) all future amendments to such Statement on
Schedule 13D will, unless written notice to the contrary is
delivered as described below, be jointly filed on behalf of each
of them, and (iii) the provisions of Rule 13d-1(k)(1) under
the Securities Act of 1934 apply to each of them. This agreement
may be terminated with respect to the obligation to jointly file
future amendments to such Statement on Schedule 13D as to any
of the undersigned upon such person giving written notice thereof
to the other person signatory hereto, at their respective address.
IN WITNESS WHEREOF, the undersigned hereby execute this Joint
Filing Agreement as of the date set forth below.
Dated: August 1, 2018 By: \s\ Leland E. Boren
Name: Leland E. Boren
AVIS INDUSTRIAL CORPORATION
Dated: August 1, 2018 By: \s\ Leland E. Boren
Name: Leland E. Boren, President