UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
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CECO ENVIRONMENTAL CORP. |
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(Name of Issuer) |
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Common Stock, $0.01 par value |
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(Title of Class of Securities) |
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125141101 |
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(CUSIP Number) |
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December 31, 2008 |
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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. |
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Rule 13d-1(b) |
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Rule 13d-1(c) |
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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 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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CUSIP No. 125141101 |
Page 2 of 8 Pages |
SCHEDULE 13G
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NAME OF REPORTING PERSONS Harvey Sandler Revocable Trust |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
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SEC USE ONLY
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CITIZENSHIP OR PLACE OF ORGANIZATION Florida |
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NUMBER OF |
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SOLE VOTING POWER 1,791,903 |
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SHARED VOTING POWER -0- |
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SOLE DISPOSITIVE POWER 1,791,903 |
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SHARED DISPOSITIVE POWER -0- |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,791,903 shares of Common Stock |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 12.5% |
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TYPE OF REPORTING PERSON OO |
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CUSIP No. 125141101 |
Page 3 of 8 Pages |
SCHEDULE 13G
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NAME OF REPORTING PERSONS Harvey Sandler |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
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SEC USE ONLY
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CITIZENSHIP OR PLACE OF ORGANIZATION United States |
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NUMBER OF |
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SOLE VOTING POWER 1,791,903 |
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SHARED VOTING POWER -0- |
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SOLE DISPOSITIVE POWER 1,791,903 |
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SHARED DISPOSITIVE POWER -0- |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,791,903 shares of Common Stock |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 12.5% |
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TYPE OF REPORTING PERSON IN |
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CUSIP No. 125141101 |
Page 4 of 8 Pages |
SCHEDULE 13G
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ITEM 1. |
(a) |
Name of Issuer: |
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CECO Environmental Corp. |
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(b) |
Address of Issuer’s Principal Executive Offices: |
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3120 Forrer Street |
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ITEM 2. |
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1. |
(a) |
Name of Person Filing: |
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Harvey Sandler Revocable Trust |
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(b) |
Address of Principal Business Office, or, if None, Residence: |
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c/o Sandler Enterprises, Inc. |
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(c) |
Citizenship: |
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Harvey Sandler Revocable Trust is a trust organized under the laws of the State of Florida. |
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(d) |
Title of Class of Securities: |
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Common Stock, $0.01 par value |
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(e) |
CUSIP Number: |
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125141101 |
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2. |
(a) |
Name of Person Filing: |
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Harvey Sandler |
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(b) |
Address of Principal Business Office, or, if None, Residence: |
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21170 N.E. 22nd Court |
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(c) |
Citizenship: |
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Harvey Sandler is a United States citizen. |
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(d) |
Title of Class of Securities: |
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Common Stock, $0.01 par value |
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CUSIP No. 125141101 |
Page 5 of 8 Pages |
SCHEDULE 13G
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(e) |
CUSIP Number: |
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125141101 |
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ITEM 3. |
If This Statement is Filed Pursuant To Rule 13d-1(b), or 13d-2(b) or (c), Check Whether The Person Filing is a: |
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Not applicable. |
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ITEM 4. |
Ownership: |
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
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1. |
Harvey Sandler Revocable Trust |
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(a) |
Amount beneficially owned: 1,791,903 shares of Common Stock, $0.01 par value, of CECO Environmental Corp. |
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(b) |
Percent of class: 12.5% |
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(c) |
Number of shares as to which the person has: |
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(i) |
Sole power to vote or to direct the vote: 1,791,903 shares |
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(ii) |
Shared power to vote or to direct the vote: 0 shares |
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(iii) |
Sole power to dispose or to direct the disposition of: 1,791,903 shares |
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(iv) |
Shared power to dispose or to direct the disposition of: 0 shares |
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2. |
Harvey Sandler |
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(a) |
Amount beneficially owned: 1,791,903 shares of Common Stock, $0.01 par value, of CECO Environmental Corp. |
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(b) |
Percent of class: 12.5% |
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(c) |
Number of shares as to which the person has: |
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(i) |
Sole power to vote or to direct the vote: 1,791,903 shares (1) |
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(ii) |
Shared power to vote or to direct the vote: 0 shares |
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(iii) |
Sole power to dispose or to direct the disposition of: 1,791,903 shares (1) |
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(iv) |
Shared power to dispose or to direct the disposition of: 0 shares |
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(1) |
Harvey Sandler is the sole trustee of the Harvey Sandler Revocable Trust. As a result, Mr. Sandler may be deemed to beneficially own the shares held by the Harvey Sandler Revocable Trust and each of the reporting persons may be deemed to be a member of a group within the meaning of Rule 13d-5(b)(1). The reporting persons do not admit to being members of a group and Mr. Sandler disclaims beneficial ownership of the securities held by the Harvey Sandler Revocable Trust. |
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CUSIP No. 125141101 |
Page 6 of 8 Pages |
SCHEDULE 13G
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ITEM 5. |
Ownership of Five Percent or Less of a Class: |
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Not applicable. |
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ITEM 6. |
Ownership of More Than Five Percent on Behalf of Another Person: |
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Not applicable. |
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ITEM 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: |
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Not applicable. |
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ITEM 8. |
Identification and Classification of Members of the Group: |
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See Exhibit A for Joint Filing Agreement. |
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ITEM 9. |
Notice of Dissolution of Group: |
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Not applicable. |
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ITEM 10. |
Certifications: |
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By signing below the undersigned certifies that, to the best of its 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. |
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CUSIP No. 125141101 |
Page 7 of 8 Pages |
SCHEDULE 13G
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.
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Date: February 13, 2009 |
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HARVEY SANDLER REVOCABLE TRUST |
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By: |
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Name: Harvey Sandler |
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Date: February 13, 2009 |
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By: |
/s/ Harvey Sandler |
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HARVEY SANDLER |
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CUSIP No. 125141101 |
Page 8 of 8 Pages |
SCHEDULE 13G
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of CECO ENVIRONMENTAL CORP. and that this Agreement be included as an Exhibit to such statement.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement effective as of the dates set forth next to the undersigned's name.
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Date: February 13, 2009 |
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HARVEY SANDLER REVOCABLE TRUST |
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By: |
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Name: Harvey Sandler |
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Date: February 13, 2009 |
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By: |
/s/ Harvey Sandler |
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HARVEY SANDLER |