UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
E-Z-EM, INC.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
269305207
(CUSIP Number)
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Noah Klarish, Esq.
Hutner Klarish LLP
1359 Broadway, Suite 2001
New York, NY 10018
(212) 868-3777
October 16, 2007
(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(b)(3) or (4) check the following box [ ].
The information required in 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, as amended (the "Act"), or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act.
CUSIP No. 269305207 Page 2 of 6 Pages
________________________________________________________________________________
1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ira Albert
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(see instructions) (a) [_]
(b) [X]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS* (see instructions)
PF, WC
________________________________________________________________________________
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
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF
535,761 shares
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 286,562 shares
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
535,761 shares
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH:
286,562 shares
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
822,323 (includes 505,885 shares owned by Albert Investment Associates, L.P.
and 286,562 shares owned by accounts over which the Reporting Person
has discretionary voting and dispositive authority.)
________________________________________________________________________________
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
(see instructions)
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.5%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON* (see instructions)
IN
________________________________________________________________________________
2
Item 1. Security and Issuer.
This statement relates to the Common Stock, $.01 value per share (the
"Common Stock"), of E-Z-EM, Inc., a Delaware corporation (the "Issuer"). The
Issuer maintains its principal executive office at 1111 Marcus Avenue, Suite
LL-26, Lake Success, NY 11042.
Item 2. Identity and Background.
(a) This statement is filed by (i) Ira Albert, an individual, with respect
to shares of the Issuer's Common Stock held by him and with respect to shares of
the Issuer's Common Stock held in investment accounts over which Mr. Albert has
discretionary authority, and (ii) Albert Investment Associates, L.P., a Delaware
limited partnership (the "Albert Partnership") with respect to shares of the
Issuer's Common Stock held by it. Ira Albert and the Albert Partnership shall
sometimes be collectively referred to herein as the "Reporting Person."
(b) Ira Albert filed an initial Schedule 13D for an event of January 8,
2002 (the "Initial Schedule") and an Amendment No. 1 for an event of July 16,
2003 (the "Previous Amendment"). Except to the extent set forth in this
Amendment, the information in the Initial Schedule and the Previous Amendment
remains unchanged.
Item 3. Source and Amount of Funds or Other Consideration.
Ira Albert (together with members of his immediate family) directly own
29,876 shares of the Issuer's Common Stock for which they paid $209,432. Mr.
Albert and the members of his immediate family used personal funds in making the
purchases. Mr. Albert has discretionary authority over accounts which own
286,562 shares of the Issuer's Common Stock for which such accounts paid a total
of $2,432,131 from the personal funds of the beneficial owners of such accounts.
The Albert Partnership directly owns 505,885 shares of the Issuer's Common Stock
for which it paid $3,338,841 from its working capital.
Item 4. Purpose of Transaction.
As previously reported, the Reporting Person has been a long term investor
in the Company and continues to have dissatisfaction with current management's
desire and ability to take steps to maximize shareholder value. On October 16,
2007, the Reporting Person sent to the Company a letter which requests
management to consider specific actions to increase shareholder value. The
letter requests management to focus on the Company's core medical business and
to use its significant cash balances not for the purpose of pursuing
acquisitions which would further distract management from improving core
business operations. Instead, the Reporting Person believes the Company should
consider one or more of the following actions which would benefit the Company's
shareholders: 1. Implementation of a quarterly dividend program; 2. Institution
of a share repurchase plan, 3. Evaluation of a sale or spin-off of the Company's
RSDL division, and/or 4. Evaluation of a sale of the Company. The full text of
the letter is included as Exhibit A to this Amendment.
3
Item 5. Interest in Securities of the Issuer.
(a) The number of shares of the Issuer's Common Stock and the percentage
of the outstanding shares (based upon 10,976,549 shares of Common Stock
outstanding as reported in the Issuer's Quarterly Report on Form 10-Q for the
quarter ended September 1, 2007) directly beneficially owned by each Reporting
Person is as follows:
Percentage of
Name Number of Shares Outstanding Shares
---- ---------------- ------------------
Ira Albert and family 29,876 0.3%
Albert Partnership 505,885 4.6%
Albert discretionary accounts 286,562 2.6%
The numbers set forth in this Report and the above table have been updated
from those filed in the Initial Report to reflect the combination of the
Issuer's two previous classes of common stock (Class A and Class B) into a
single class of Common Stock. The share ownership information contained in the
Initial Schedule reflected ownership only of Class A common stock of the Issuer
since that was the only class of voting common stock outstanding at that time.
(b) Mr. Albert has sole power to vote and to direct the disposition of
535,761 shares of the Issuer's Common Stock.
(c) See Appendix 1 annexed hereto.
Item 7. Material to be Filed as Exhibits.
Letter to E-Z-EM management, dated October 16, 2007.
4
Signatures
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: October 16, 2007
/s/ Ira Albert
--------------------------------
Ira Albert
ALBERT INVESTMENT ASSOCIATES, L.P.
By: ALBERT INVESTMENT STRATEGIES, INC.,
general partner
By: /s/ Ira Albert
--------------------------------
Ira Albert, President
5
APPENDIX 1
TRANSACTIONS IN E-Z-EM, INC.
COMMON STOCK WITHIN THE
PAST 60 DAYS
All transactions were open market purchases and the commissions are
included in the price of the shares.
Discretionary Accounts
No. of
Trade Shares Cost of
Date Purchased Price Per Share Purchases
---- --------- ----- ---------
08/16/07 8,000 $12.44 $99,540.00
08/16/07 4,000 $13.04 $52,080.00
09/28/07 3,391 $16.15 $54,764.00