sc13d
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
EXPRESS-1
EXPEDITED SOLUTIONS, INC.
(Name of Issuer)
Common Stock, par value $.001
(Title of Class of Securities)
(CUSIP Number)
Mark K. Patterson
429 Post Road
Buchanan, MI 49107
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
(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 §§240.13d-1(e),
240.13d-1(g), check the following box o.
Note: Schedules filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits. See §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 persons 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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NAME OF REPORTING PARTY
Dan Para Investments, LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS (SEE INSTRUCTIONS) |
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OO |
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5 |
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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SHARES |
8 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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3,861,120 |
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EACH |
9 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH |
10 |
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SHARED DISPOSITIVE POWER |
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3,861,120 |
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11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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3,861,120 |
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12 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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o
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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12.2% |
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14 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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OO (limited liability company) |
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1 |
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NAME OF REPORTING PARTY
Daniel Para |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS (SEE INSTRUCTIONS) |
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OO |
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5 |
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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United States
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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SHARES |
8 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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3,861,120 |
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EACH |
9 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH |
10 |
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SHARED DISPOSITIVE POWER |
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3,861,120 |
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11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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3,861,120 |
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12 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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o
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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12.2% |
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14 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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IN |
ATTACHMENT
CUSIP No. 30217Q108
Item 1. Security and Issuer.
This statement of beneficial ownership on Schedule 13D is filed with respect to the common
stock, $.001 par value per share, of Express-1 Expedited Solutions, Inc., a Delaware corporation
(the Issuer). The principal executive offices of Issuer are located at 429 Post Road, Buchanan,
MI 49107.
Item 2. Identity and Background.
(a) Name
(1) Daniel Para Investments LLC (Para Investments)
(2) Daniel Para (Para, and together with Para Investments the Reporting Parties)
(b) Principal Occupation or Employment
(1) Para Investments is an investment company.
(2) Para is the sole manager of Para Investments, is an affiliate of a member of Para
Investments, and is a director of the Issuer.
(c) Principal Business Address
The principal business address of the Reporting Parties is 1430 Branding Avenue, Suite
155, Downers Grove, IL 60515
(d)-(e)
The Reporting Parties have not been, during the past five years, (i) convicted in a
criminal proceeding (excluding traffic violations and similar misdemeanors); or (ii) a party
to a civil proceeding of a judicial or administrative body of competent jurisdiction which
had the result of a Reporting Party being 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) Citizenship
(1) Para Investments a Delaware limited liability company
(2) Para an individual citizen of the United States
Item 3. Source and Amount of Funds or Other Consideration.
On January 31, 2008, Concert Group Logistics, LLC (Concert) sold substantially all of its
assets to the Issuer in a transaction in which the Issuer issued to Concert 4,800,000 shares of the
Issuers common stock. Concurrently with the closing of the transaction Concert effected a pro
rata distribution of the 4,800,000 shares to its members. In connection with the pro rata
distribution Para Investments, a member of Concert, received the 3,861,120 shares which are the
subject of this Schedule. Para is the sole manager of Para Investments, and is an affiliate of one
of the members of Para Investments. In connection with the transaction Para was appointed to the
board of directors of the Issuer.
Item 4. Purpose of Transaction.
Except as otherwise set forth in Item 3, the Reporting Parties have no present plans or
proposals which relate to or would result in:
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(a) |
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The acquisition by any person of additional securities of the Issuer, or the
disposition of securities of the Issuer; |
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(b) |
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An extraordinary corporate transaction; such as a merger, reorganization or
liquidation, involving the Issuer or any of its subsidiaries; |
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(c) |
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A sale or transfer of a material amount of assets of the Issuer or any of its
subsidiaries; |
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(d) |
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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; |
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(e) |
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Any material change in the present capitalization or dividend policy of the
Issuer; |
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(f) |
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Any other material change in the Issuers business or corporate structure; |
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(g) |
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Changes in the Issuers Certificate of Incorporation, By-laws or instruments
corresponding thereto or other actions which may impede the acquisition of control of
the issuer by any person; |
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(h) |
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Causing a class of securities of the Issuer to cease 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; |
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(i) |
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A class of equity securities of the Issuer becoming eligible for termination of
registration pursuant to Section 12(g)(4) of the Act; or |
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(j) |
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Any action similar to any of those enumerated above. |
Item 5. Interest in Securities of the Issuer.
(a) and (b) As of January 31, 2008, the Reporting Parties beneficially owned 3,861,120 shares
of common stock, constituting 12.2% of the issued and outstanding shares of the Issuers common
stock. The Reporting Parties hold shared voting power and dispositive power with respect to each
of the foregoing shares.
(c) Except as otherwise disclosed herein, the Reporting Parties have not effected any other
transactions in Issuers common stock during the past 60 days.
(d) Except as otherwise disclosed herein, there are no other persons known to have the right
to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of,
such securities.
(e) N/A.
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Item 6. |
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer. |
To the best knowledge of the Reporting Parties, there are no contracts, arrangements,
understandings or relationships (legal or otherwise) between the Reporting Parties and any other
person with respect to any securities of Issuer including, but not limited to, transfer of or
voting of any of the securities of Issuer, joint ventures, loan or option agreements, puts or
calls, guarantees of profits, divisions of profits or loss, or the giving or withholding of
proxies, or a pledge or contingency, the occurrence of which would give another person voting power
over the securities of Issuer.
Item 7. Material to be Filed as an Exhibit.
None.
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.
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Dated: February
15, 2008 |
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Daniel Para Investments, LLC |
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a Delaware limited liability company |
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By: |
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/s/ Daniel Para |
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Daniel Para, Manager
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/s/ Daniel
Para |
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Daniel Para |
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