Schedule 13D/A as filed May 1, 2009
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)*
Foxby Corp.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
351645106
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(CUSIP Number)
Gregg T. Abella
Investment Partners Asset Management, Inc.
One Highland Avenue
Metuchen, New Jersey 08840
732-205-0391
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
April 29, 2009
(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.
*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. 351645106
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1 NAME OF REPORTING PERSON
Investment Partners Asset Management, Inc.
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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
Investment Partners Asset Management, Inc. is organized under the
laws of Delaware.
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7 SOLE VOTING POWER
71,873.3564
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NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 177,997.0486
OWNED BY -----------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 71,873.3564
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10 SHARED DISPOSITIVE POWER
177,997.0486
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
249,870.4050
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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)
9.57%
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14 TYPE OF REPORTING PERSON
IA
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Item 1. Security and Issuer
Foxby Corp. is located at 11 Hanover Square, New York, NY 10005.
Item 2. Identity and Background
The reporting person is Investment Partners Asset Management, Inc., a
corporation organized in the State of Delaware that does business as an
investment adviser. Its principal office is located at One Highland Avenue,
Metuchen, NJ 08840. During the last five years, the reporting person (i) has not
been convicted in a criminal proceeding and (ii) has not been a party to a civil
proceeding described in Item 2(e) of Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
The source of all funds used in making purchases was client assets.
Item 4. Purpose of Transaction
The purpose of the acquisition is investment. The reporting person may from
time to time recommend actions to the issuer's board of directors or management
for the purpose of increasing the market value of the issuer's shares generally.
A proposal dated April 29, 2009, for inclusion in the issuer's proxy statement
under Rule 14a-8, from a client for whom the reporting person has sole
dispositive power and sole voting power, is attached as an exhibit hereto. That
proposal, if adopted by the shareholders, will request the board of directors of
the issuer to consider seeking an appropriate registered investment company, or
series thereof (including other Winmill funds), with the potential goal of
effecting a merger or similar transaction with such company or series that is in
the best interests of the issuer and its shareholders.
Item 5. Interest in Securities of the Issuer
a) The reporting person believes that the number of shares of the issuer that
are outstanding is 2,610,050 as of December 31, 2008, based on information
provided in the issuer's most recent annual report. As of April 30, 2009, the
reporting person may have been deemed the beneficial owner of 249,870.4050
shares, or approximately 9.57% of the total number of shares outstanding.
b) The reporting person has sole power to vote and sole dispositive power for
71,873.3564 shares, or approximately 2.75% of the total number of shares
outstanding, held by one of its clients, the Remington Value & Special Situation
Fund, LLC.
The reporting person has shared voting power and shared dispositive power for
177,997.0486 shares, approximately 6.82% of the total number of shares
outstanding.
c) Clients of the reporting person have not purchased nor sold any shares of the
issuer within the past 60 days.
d) Clients of the reporting person are entitled to receive all dividends,
distributions and proceeds of sale.
e) Not Applicable
Item 6. Contracts, Arrangements, Understandings, or Relationships with
Respect to Securities of the Issuer
None
Item 7. Material to be Filed as Exhibits
Letter to Foxby Corp., dated April 29, 2009, and attached Rule 14a-8
proposal.
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.
Date: May 1, 2009
Investment Partners Asset Management, Inc.
By: /s/ Gregg T. Abella
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Name: Gregg T. Abella
Title: Officer