-----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, KeAEKL9P/GLTHXkRuNOsP6C5NGhPrAERJ4yikjmOuv3YkXnVhWEt1jJzaLVGYHDg PWec4Ef5AA9opLYp1hcDOQ== 0001104659-09-001483.txt : 20090109 0001104659-09-001483.hdr.sgml : 20090109 20090109131159 ACCESSION NUMBER: 0001104659-09-001483 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090109 DATE AS OF CHANGE: 20090109 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HEINRICHS R STEPHEN CENTRAL INDEX KEY: 0001218983 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 4085483122 MAIL ADDRESS: STREET 1: 141 CASPIAN COURT CITY: SUNNYVALE STATE: CA ZIP: 94089 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AVISTAR COMMUNICATIONS CORP CENTRAL INDEX KEY: 0001111632 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 880383089 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-59535 FILM NUMBER: 09517869 BUSINESS ADDRESS: STREET 1: 1875 SOUTH GRANT ST STREET 2: 10TH FLOOR CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 6505253300 MAIL ADDRESS: STREET 1: 1875 SOUTH GRANT ST STREET 2: 10TH FLOOR CITY: SAN MATEO STATE: CA ZIP: 94402 SC 13D/A 1 a09-2711_1sc13da.htm SC 13D/A

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:      3235-145

 

Washington, D.C. 20549

Expires:   February 28, 2009

 

 

Estimated average burden

 

SCHEDULE 13D

hours per response............15

 

Under the Securities Exchange Act of 1934
(Amendment No. 5)*

 

Avistar Communications Corporation

(Name of Issuer)

 

Common Stock, $0.001 par value

(Title of Class of Securities)

 

05379X208

(CUSIP Number)

 

R. Stephen Heinrichs
P.O. Box 9093
Incline Village, NV  89452
Telephone:  (775) 691-2217

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

November 5, 2008

(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 § §240.1 3d- l(e), 240.13d-l(f) or 240.13d- l(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 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.   05379X208

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
R. Stephen Heinrichs

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
PF & OO

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
United States of America

 

Number of
Shares
Beneficially by
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
5,596,181

 

8.

Shared Voting Power
-0-

 

9.

Sole Dispositive Power
5,596,181

 

10.

Shared Dispositive Power
-0-

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,596,181

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
16.19%

 

 

14.

Type of Reporting Person (See Instructions)
IN

 

2



 

Item 1.

Security and Issuer

This Amendment No. 5 amends the Statement on Schedule 13D filed with the Securities and Exchange Commission (the “Commission”) on October 28, 2003 (the “Original Schedule 13D”) and amended on July 14, 2004 (“Amendment No. 1”), on February 11, 2005 (“Amendment No. 2”), January 25, 2008 (“Amendment No. 3”) and June 30, 2008 (“Amendment No. 4”) by R. Stephen Heinrichs.  This Schedule 13D relates to shares of common stock, $0.001 par value per share of Avistar Communications Corporation, a Delaware corporation (the "Issuer"), with its principal executive office at 1875 South Grant Street, 10th Floor, San Mateo, California 94402.  Unless otherwise defined herein, all capitalized terms shall have the meanings ascribed to them in the Schedule 13D.

 

 

Item 2.

Identity and Background

(a) This Amendment is being filed by R. Stephen Heinrichs. 

 

(b) Mr. Heinrichs’ address is P.O. Box 9093, Incline Village, Nevada 89452.

 

(c) Until April 2001, Mr. Heinrichs was employed by the Issuer as its Chief Financial Officer and Secretary.  Mr. Heinrichs is presently retired and is no longer employed by the Issuer.  Mr. Heinrichs serves as a member of the board of directors of the Issuer. 

 

(d) During the past five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations and misdemeanors).

 

(e) During the past five years, the Reporting Person has not been party to a civil proceeding of a judicial or administrative body of competent jurisdiction, where, as a result of such proceeding the Reporting Person is 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 any finding of any violation with respect to such laws. 

 

(f)  Mr. Heinrichs is a citizen of the United States of America.

 

 

Item 3.

Source and Amount of Funds or Other Consideration

The ownership of shares of the Issuer’s common stock previously reported in the Original Schedule 13D and in Amendments No. 1, No. 2, No. 3 and No. 4 is hereby amended to include the following information:

 

Mr. Heinrichs has acquired shares of the Issuer's common stock through open market purchases during 2008 using his personal funds.  A summary of the shares acquired follows:

 

Date

 

Number of
Shares

 

Price Per Share

 

Total Price Paid

 

11/05/08

 

30,000

 

$

1.05

 

$

31,500.00

 

11/14/08

 

100

 

0.85

 

85.00

 

11/14/08

 

300

 

0.87

 

26.10

 

11/14/08

 

5,000

 

0.88

 

4,400.00

 

11/14/08

 

431

 

0.90

 

387.90

 

11/14/08

 

6,000

 

0.96

 

5,760.00

 

11/14/08

 

10,000

 

0.985

 

9,850.00

 

11/14/08

 

1,340

 

1.00

 

1,340.00

 

11/14/08

 

1,000

 

1.01

 

1,010.00

 

 

3



 

Date

 

Number of
Shares

 

Price Per Share

 

Total Price Paid

 

11/14/08

 

35,829

 

1.02

 

36,545.58

 

11/17/08

 

100

 

0.87

 

87.00

 

11/17/08

 

1,400

 

0.90

 

1,260.00

 

11/17/08

 

600

 

0.99

 

594.00

 

11/17/08

 

7,900

 

1.02

 

8,058.00

 

11/20/08

 

200

 

0.73

 

146.00

 

11/20/08

 

5,100

 

0.74

 

3,774.00

 

11/20/08

 

500

 

0.75

 

375.00

 

11/20/08

 

8,385

 

0.78

 

6,540.30

 

11/20/08

 

1,400

 

0.7803

 

1,092.42

 

11/20/08

 

4,415

 

0.81

 

3,576.15

 

12/02/08

 

4,900

 

0.63

 

3,087.00

 

12/02/08

 

13,400

 

0.64

 

8,576.00

 

12/02/08

 

220

 

0.66

 

145.20

 

12/02/08

 

400

 

0.67

 

268.00

 

12/02/08

 

5,000

 

0.68

 

3,400.00

 

12/02/08

 

11,475

 

0.69

 

7,917.75

 

12/02/08

 

5,000

 

0.70

 

3,500.00

 

12/02/08

 

700

 

0.73

 

511.00

 

12/02/08

 

1,200

 

0.74

 

888.00

 

12/02/08

 

1,400

 

0.75

 

1,050.00

 

12/02/08

 

2,400

 

0.80

 

1,920.00

 

12/02/08

 

404

 

0.81

 

327.24

 

12/02/08

 

1,080

 

0.72

 

777.60

 

12/03/08

 

20

 

0.76

 

15.20

 

12/03/08

 

5,500

 

0.80

 

440.00

 

12/04/08

 

100

 

0.76

 

76.00

 

12/04/08

 

100

 

0.78

 

78.00

 

12/04/08

 

1,356

 

0.7843

 

1,063.51

 

12/09/08

 

600

 

0.72

 

432.00

 

12/09/08

 

800

 

0.74

 

592.00

 

12/09/08

 

2,454

 

0.85

 

2,085.90

 

12/10/08

 

300

 

0.79

 

228.00

 

12/11/08

 

100

 

0.81

 

81.00

 

12/11/08

 

1,226

 

0.87

 

1,066.62

 

 

 

 

 

 

 

 

 

TOTALS:

 

180,135

 

 

 

$

154,933.47

 

 

 

 

Item 4.

Purpose of the Transaction

The acquisition of the Issuer’s common stock by Mr. Heinrichs through open market purchases were for investment purposes only and were not intended to, and did not affect any change in the control of the Issuer.

 

 

Item 5.

Interest in Securities of the Issuer

(a)     Mr. Heinrichs beneficially owns 5,596,181 shares of the Issuer's common stock, including 5,020,952 shares held in a revocable trust and 575,229 shares held in an investment corporation, or 16.19% of the 34,567,805 shares of Issuer's common stock outstanding as of November 10, 2008.

 

4



 

Mr. Heinrichs has the sole power to vote, direct the vote, dispose and direct the disposition of such shares of the Issuer’s common stock.

 

Mr. Heinrichs also beneficially owns $1,000,000 principal amount of 4.5% convertible subordinated secured promissory notes due 2010 that are expected to become convertible into common stock of the Issuer after January 4, 2009.  Mr. Heinrichs has the sole power to dispose and direct the disposition of such notes.

 

(b)     There is no shared power to vote or to direct the vote, or shared power to dispose or to direct the disposition, of any shares of common stock referenced in paragraph 5(a). 

 

(c)     Except as reported herein, Mr. Heinrichs has not engaged in any transactions in the common stock of the Issuer during the past 60 days.

 

 

Item 6.

Contracts, Arrangements, Undertakings or Relationships with Respect to Securities of the Issuer

Mr. Heinrichs has entered into revocable trust agreements for estate planning purposes through which he owns a substantial majority of his interests in the Issuer.  Mr. Heinrichs has the sole voting and dispositive power over shares held by his revocable trusts and may revoke such trusts at his sole discretion.

 

Mr. Heinrichs currently holds options to purchase common stock of the Issuer totaling 500,000 shares, of which options to purchase 108,331 shares are exercisable within 60 days of December 31, 2008.

 

 

Item 7.

Material to be Filed as Exhibits

None

 

5



 

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.

 

 

January 8, 2009

 

Date

 


/s/ R. Stephen Heinrichs

 

Signature

 


R. Stephen Heinrichs

 

Name/Title

 

6


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