-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RkzwGDYueZ/l90Av6cvgWWRRJ8AfCzL2F4BCPpHLFKlYim4LLtV5KMrWl5iEP2Tm lkpIIxn6WBr4rkq/eHJP0g== 0000898077-03-000031.txt : 20030409 0000898077-03-000031.hdr.sgml : 20030409 20030409154037 ACCESSION NUMBER: 0000898077-03-000031 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030409 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CARDIOTECH INTERNATIONAL INC CENTRAL INDEX KEY: 0001011060 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 043186647 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48655 FILM NUMBER: 03644074 BUSINESS ADDRESS: STREET 1: 78-E OLYMPIA AVENUE CITY: WOBURN STATE: MA ZIP: 01801-4772 BUSINESS PHONE: 7819334772 MAIL ADDRESS: STREET 1: 11 STATE ST CITY: WOBURN STATE: MA ZIP: 01801 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ASSET VALUE FUND LIMITED PARTNERSHIP CENTRAL INDEX KEY: 0000898077 IRS NUMBER: 223090661 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 376 MAINE STREET STREET 2: PO BOX 74 CITY: BEDMINISTER STATE: NJ ZIP: 07921 BUSINESS PHONE: 9082340300 MAIL ADDRESS: STREET 1: PO BOX 74 CITY: BEDMINISTER STATE: NJ ZIP: 07921 SC 13D/A 1 gishcard13d.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5)* NAME OF ISSUER: CardioTech International, Inc. TITLE OF CLASS OF SECURITIES: Common Stock CUSIP NUMBER: 14160C100 NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS: Paul O. Koether 211 Pennbrook Road, P. O. Box 97 Far Hills, New Jersey 07931 (908) 766-7220 DATE OF EVENT WHICH REQUIRES FILING: April 8, 2003 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: ________ Check the following if a fee is being paid with the statement: (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) 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 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). (Continued on following pages) CUSIP NO.: 14160C100 1. NAME OF REPORTING PERSON: Asset Value Fund Limited Partnership 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) (b) XX 3. [SEC USE ONLY] 4. SOURCE OF FUNDS: WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e): YES NO XX 6. CITIZENSHIP OR PLACE OF ORGANIZATION: New Jersey 7. SOLE VOTING POWER: 702,434 8. SHARED VOTING POWER: 9. SOLE DISPOSITIVE POWER: 702,434 10. SHARED DISPOSITIVE POWER: 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 702,434 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: YES NO XX 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 5.0348% 14. TYPE OF REPORTING PERSON: PN Item 1. SECURITY AND ISSUER On November 25, 1998, Asset Value Fund Limited Partnership ("Asset Value") filed a Schedule 13D in connection with its ownership of common stock, no par value per share ("Gish Shares") of Gish Biomedical, Inc., a California corporation ("Gish"). Gish's principal executive offices are located at 22942 Arroyo Vista, Rancho Santa Margarita, California 92688. As described below, Gish has now been succeeded by CardioTech International, Inc. ("CardioTech"), a Massachusetts corporation with principal executive offices at 78-E Olympia Avenue, Woburn, Massachusetts 01801. On April 7, 2003, stockholders of Gish exchanged shares of common stock of Gish for 1.3422 shares of the Common Stock of CardioTech (the "Transaction"). In the Transaction, Asset Value exchanged its 590,400 shares of Gish Shares for 792,434 shares of the common stock of CardioTech ("Shares"). Subsequent to the transaction, Asset Value sold Shares as reported in this Schedule 13D. The capitalized terms used in this Amendment, unless otherwise defined, shall have the same meaning as in the original Schedule 13D. Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Since the date of the last filing and prior to the Transaction, Asset Value acquired 3,100 Gish Shares at an aggregate purchase price of $2,387.00, including brokerage commissions where applicable. Asset Value purchased the Gish Shares with its cash reserves. After the transaction Asset Value has sold 90,000 CardioTech Shares for the aggregate sale proceeds of $83,444.01 net of brokerage commissions where applicable. Item 5. INTEREST IN SECURITIES OF THE ISSUER. (a) As of the close of business on April 8, 2003, Asset Value owned an aggregate of 702,434 of CardioTech Shares, or approximately 5.0348%. (b) Asset Value has the sole power to vote and dispose of 702,434 CardioTech Shares, or approximately 5.0348%. Percentage ownership is based upon the CardioTech Shares reported to be outstanding after the Transaction in the joint proxy statement/prospectus dated January 30, 2003. Item 7. MATERIAL TO BE FILED AS EXHIBITS. Exhibit C - Transactions in Shares for the past 60 days 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: April 9, 2003 ASSET VALUE FUND LIMITED PARTNERSHIP By: Asset Value Management, Inc. General Partner By: /s/ John W. Galuchie, Jr. -------------------------------- John W. Galuchie, Jr. Treasurer and Secretary EXHIBIT C Transactions in Shares for the Past 60 Days NUMBER OF PRICE DATE SHARES SOLD PER SHARE* - -------- -------------------------- ------------------ 4/8/03 90,000 $.9472 -----END PRIVACY-ENHANCED MESSAGE-----