0000950144-01-507728.txt : 20011019
0000950144-01-507728.hdr.sgml : 20011019
ACCESSION NUMBER: 0000950144-01-507728
CONFORMED SUBMISSION TYPE: SC 13D
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20011011
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: GUTIERREZ BRAULIO
CENTRAL INDEX KEY: 0001160505
STANDARD INDUSTRIAL CLASSIFICATION: []
FILING VALUES:
FORM TYPE: SC 13D
BUSINESS ADDRESS:
STREET 1: 2921 NW 6TH AVE
CITY: MIAMI
STATE: FL
ZIP: 33127
MAIL ADDRESS:
STREET 1: 2921 NW 6TH AVE
CITY: MIAMI
STATE: FL
ZIP: 33127
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: VACATION OWNERSHIP MARKETING INC
CENTRAL INDEX KEY: 0000061500
STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011]
IRS NUMBER: 132648442
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0531
FILING VALUES:
FORM TYPE: SC 13D
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-62079
FILM NUMBER: 1756674
BUSINESS ADDRESS:
STREET 1: 444 PARK FOREST WAY
CITY: WELLINGTON
STATE: FL
ZIP: 33414
BUSINESS PHONE: 5617984294
MAIL ADDRESS:
STREET 1: 444 PARK FOREST WAY
CITY: WELLINGTON
STATE: FL
ZIP: 33414
FORMER COMPANY:
FORMER CONFORMED NAME: MAGNUM COMMUNICATIONS CORP
DATE OF NAME CHANGE: 19810202
SC 13D
1
g72031sc13d.txt
VACATION OWNERSHIP MARKETING/BRAULIO GUTIERREZ
1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
VACATION OWNERSHIP MARKETING, INC.
--------------------------
(Name of Issuer)
COMMON STOCK, $.001 PAR VALUE
---------------------------
(Title of Class of Securities)
918546201
--------------------------
(CUSIP Number)
Braulio Gutierrez
Vacation Ownership Marketing, Inc.
2921 N.W. 6th Avenue
Miami, Florida 33127
(305) 573-8883
--------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 4, 2001
--------------------------
(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 Rule 13d-1(b)(3) or (4), check the following box [ ].
Page 1 of 6 Pages
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss.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 the section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
2
CUSIP No. 918546201 13D
------------
1. NAME OF REPORTING PERSON.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entity only)
Braulio Gutierrez
-----------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
-----------------------------------------------------------------------
3. SEC USE ONLY
-----------------------------------------------------------------------
4. SOURCE OF FUNDS (See Instructions)
WC
-----------------------------------------------------------------------
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e) [ ]
-----------------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Florida USA
-----------------------------------------------------------------------
NUMBER OF 7. Sole Voting Power 184,994
SHARES -----------------------------------------------------
BENEFICIALLY 8. Shared Voting Power 0
OWNED BY EACH -----------------------------------------------------
REPORTING 9. Sole Dispositive Power 184,994
PERSON WITH -----------------------------------------------------
10. Shared Dispositive Power 0
-----------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
184,994
-----------------------------------------------------------------------
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See
Instructions) [ ]
-----------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.67%
-----------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
IN
-----------------------------------------------------------------------
3
ITEM 1. SECURITY AND ISSUER.
This Statement relates to the purchase of 184,994 shares of Common
Stock, Par Value $0.001 per share (the "Shares") of Vacation Ownership
Marketing, Inc., a Delaware corporation ("VAOW" or the "Company"). The address
of the Company's principal executive offices is 2921 N.W. 6th Avenue, Miami,
Florida 33127.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This Schedule 13D is being filed by Braulio Gutierrez
("Gutierrez").
(b) Gutierrez's business address is 2921 N.W. 6th Avenue,
Miami, Florida 33127.
(c) Gutierrez's present principal occupation is President of
VAOW, which is a real estate developer and contractor, whose principal
business address is 2921 N.W. 6th Avenue, Miami, Florida 3312.
(d) During the last five years, Gutierrez has not been
convicted in a criminal proceeding.
(e) During the last five years, Gutierrez has not been a party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or 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 finding any violation with respect to such laws.
(f) Gutierrez is a citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
As explained in the Form 8-K filed by the Company on September 28,
2001, on August 27, 2001, VAOW Acquisition Corp., a Delaware corporation
("Acquisition Corp.") purchased 492,480 shares of the Company's Common Stock
from Peter Porath, Peter Porath and Ann Porath, Prime Rate Income & Dividend,
Inc, and Michael Schumacher (the "Sellers") for $350,000.00 pursuant to the
terms and conditions of an agreement dated August 27, 2001 (the "VAOW Stock
Purchase Agreement"). In contemplation of the financing of the foregoing
acquisition, on August 27, 2001, Acquisition Corp. obtained a loan from certain
Accredited Investors (Equity Planners, LLC., Sea Lion, LLC., and Myrtle
Holdings, LLC.) evidenced by its 8% Series A $1,000,000.00 Senior Subordinated
Convertible Redeemable Debentures (the "Acquisition Corp. Debentures"), together
with underlying shares of Acquisition Corp.'s Common Stock, Par Value $0.01,
into which the Acquisition Corp. Debentures may be convertible from time to
time. At this time, 400 shares of Acquisition Corp.'s Common Stock were held by
Gutierrez. Thereafter, on August 28, 2001, Acquisition Corp. declared a stock
dividend of the shares of the Company's Common Stock owned by it to Braulio
Gutierrez, who received a Certificate for 184,994 Shares of the Company's Common
Stock on September 4, 2001.
ITEM 4. PURPOSE OF TRANSACTION.
The purpose of this transaction was for Gutierrez to become a majority
shareholder in the Company. Prior to the acquisition of the Shares of the
Company, and pursuant to the Company's By-Laws, the incumbent Board of Directors
of the Company (Peter Porath, George Powell, and Michael Schumacher) appointed
Christopher Astrom and his father, Richard Astrom, Directors of the Company.
4
Thereafter, Messrs. Porath, Powell, and Schumacher resigned, leaving
the Messrs. Astrom as the Company's sole Directors. Subsequently, Acquisition
Corp. was merged into the Company.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Gutierrez is the beneficial owner of the Shares. The Shares
(numbering 184,994 Shares) represent 24.67% of the Company's issued and
outstanding Common Stock.
(b) Gutierrez has sole voting and dispositive power over the Shares.
(c) Gutierrez has not effected any transactions in the Common Stock of
VAOW during the past 60 days, with the exception of the acquisition of the
Shares disclosed in this Schedule 13D filed by Gutierrez.
(d) No other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of the
Shares.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
5
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.
Dated October 4, 2001
/s/ Braulio Gutierrez
--------------------------
Braulio Gutierrez