UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Amendment No. 1
Under the Securities Exchange Act of 1934
General Employment Enterprises, Inc.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
Common Stock, No Par Value
(Title of Class of Securities)
224051102
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(CUSIP Number)
Michael K. Schroering
2650 Eastpoint Parkway, Suite 280
Louisville, KY 40223
502-253-4000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 12, 2012
(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 Rule 13d-1(e), 13d-1(f)
or 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 Rule 13d-7 for other parties to whom copies are to be sent.
(Continued on following pages)
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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 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 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).
Item 5. (d) The last sentence is amended and restated as follows: In
addition Trinity HR Services has agreed to pay a portion of the
purchase price and additional purchase price payements it receives
from LEED to Derby JOB, LLC, a Kentucky limited liability company,
which is an investment company owned by persons unaffiliated with
either LEED or Trinity HR Services. See Exhibit 7.7
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
See 5(d) above.
Item 7. Materials to be filed as Exhibits.
7.7 Agreement betweem Derby JOB, LLC and Trinity HR Services, LLC.
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.
Dated: September 20, 2012
LEED HR, LLC
By: /s/ Michael K. Schroering
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Michael K. Schroering, Manager
/s/ Michael K. Schroering
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Michael K. Schroering, Individually
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EXHIBIT 7.7
Agreement
This agreement (the "Agreement") is made as of September 12, 2012,
by and between Derby JOB, LLC., a Kentucky limited liability company
("Derby") and Trinity HR Services, LLC., a Delaware limited liability
company ("Trinity").
1. Trinity hereby agrees to pay to Derby the cash sum of $750K ("Total
Payment") in return for Derby's interest in Trinity. The Total Payment
will be made in two installments, an ("Initial Payment") of $250K to be
made on or before close of business on September 14, 2012, and a ("Final
Payment") of $500K to be made on or before close of business September
30, 2012. As further consideration for Trinity's purchase via the Total
Payment Derby shall enjoy the right to receive 5% of the Net Share
Proceeds and Bonus Amounts received by Trinity promptly after receipt by
Trinity under the Stock Purchase Agreement with LEED HR, LLC dated
August 21, 2012.
2. Derby will also be granted the option to buy an additional 10% of
the Net Share Proceeds and Bonus Amounts received by Trinity for $20,000
per percentage point. The option is good for 2 years from the closing
date of Final Payment.
3. It is further understood and agreed that Derby's right to receive
the Total Payment as described in Paragraph 1 above, Derby's right to
receive the 5% of the Net Share Proceeds and Bonus amounts, as described
in Paragraph 1 above, and Derby's right to purchase an additional 10% of
the Net Share Proceeds and Bonus Amounts as described in Paragraph 2
above shall apply to any successor in interest to Trinity's rights under
the LEED HR, LLC Agreement so referenced.
Further, Trinity guarantees Derby that any successor to Trinity's
rights under the LEED HR, LLC Agreement - referenced in Paragraph 1
and/or Paragraph 2 above, shall be required by the Agreement or
Document providing for the transfer of Trinity's interests so described
shall contain a provision referencing and continuing Derby's rights as
stated in this Agreement. Lastly, Derby's succession rights, hereinabove
described in this Paragraph, shall be required to be contained and
continued in any successor agreement beyond Trinity's initial successor
Agreement, described hereinabove.
1
4. In connection herewith, promptly after receipt of the Initial
Payment Derby shall cause its $250,000 Line of Credit with King Southern
Bank to be paid off and terminated.
5. This agreement shall indemnify Derby from any liability of any
kind, character or description resulting from the various Trinity and
LEED HR, LLC transactions.
WITNESS the signatures of the parties to this Agreement on the day
and date first above written.
DERBY JOB, LLC
By: /s/ Jeff Moody
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Title: COO
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TRINITY HR SERVICES, LLC
By: /s/ Michael Schroering
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Title: Manager
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