-----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, FAtumDCPwtUiXYCOCloxjev6n4kPMWFusw6Eh4waVb07dZea36iA5wnSSlDBMkr5 VFiqq/4o8e9sX3vLoDSrYw== 0000912057-97-028846.txt : 19970825 0000912057-97-028846.hdr.sgml : 19970825 ACCESSION NUMBER: 0000912057-97-028846 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970822 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NIAGARA CORP CENTRAL INDEX KEY: 0000710976 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD FURNITURE [2510] IRS NUMBER: 593182820 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-40787 FILM NUMBER: 97668234 BUSINESS ADDRESS: STREET 1: 667 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10021 BUSINESS PHONE: 3057797805 FORMER COMPANY: FORMER CONFORMED NAME: PALM BEACH GAS CORP DATE OF NAME CHANGE: 19890720 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HYMAN WILLIAM CENTRAL INDEX KEY: 0001044418 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 188 EAST 64TH STREET CITY: NEW YORK STATE: NY ZIP: 10021 BUSINESS PHONE: 2128882727 MAIL ADDRESS: STREET 1: 188 EAST 64TH ST CITY: NEW YORK STATE: NY ZIP: 10021 SC 13D 1 SCHEDULE 13-D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 NIAGARA CORPORATION ------------------- (Name of Issuer) Common Stock, par value $.001 ----------------------------- (Title of Class of Securities) 653349100 ------------------ (CUSIP Number) William Hyman 188 East 64th Street New York, New York 10021 (212) 888-2727 --------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 30,1997 ------------------------------------ (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 [ ]. 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. CUSIP NO. 6553349100 ---------- - ------------------------------------------------------------------------------- 1) Name of Reporting Person William Hyman S.S. or I.R.S. Identifica- tion No. of Above Person Social Security No. ###-##-#### - ------------------------------------------------------------------------------- 2) Check the Appropriate Box (a) ----------------------------------- if a Member of a Group (b) ----------------------------------- (See Instructions) - ------------------------------------------------------------------------------- 3) SEC Use Only - ------------------------------------------------------------------------------- 4) Source of Funds (See Instructions) PF - ------------------------------------------------------------------------------- 5) Check if Disclosure of Legal Proceedings is Required Pur- suant to Items 2(d) or 2(e) - ------------------------------------------------------------------------------- 6) Citizenship or Place of United States Organization - ------------------------------------------------------------------------------- (7) Sole Voting Power 480,500 shares (1) Number of ---------------------------------------------------------------- Shares Bene- (8) Shared Voting ficially Power -0- Owned by ---------------------------------------------------------------- Each Report- (9) Sole Dispositive ing Person Power 480,500 shares(1) With ---------------------------------------------------------------- (10) Shared Dispositive Power -0- - ------------------------------------------------------------------------------- 11) Aggregate Amount Beneficially Owned by Each Reporting Person 480,500 shares(1) - ------------------------------------------------------------------------------- 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) - ------------------------------------------------------------------------------- 13) Percent of Class Represented by Amount in Row (11) 11.3%(1),(2) - ------------------------------------------------------------------------------- 14) Type of Reporting Person (See Instructions) IN - ------------------------------------------------------------------------------- - ---------------------- (1) Includes 300,000 warrants to acquire shares of Common Stock, which warrants are currently exercisable. (2) Based on 3,954,465 shares of Common Stock outstanding as of May 5, 1997, as set forth in the Company's Proxy Statement for its 1997 Annual Meeting of Stockholders. INTRODUCTORY STATEMENT This Statement being filed to report the ownership by William Hyman of shares of Common Stock, and warrants to acquire Common Stock of, Niagara Corporation. Item 1. SECURITY AND ISSUER This Statement relates to the Common Stock, par value $.001 per share ("Common Stock"), of Niagara Corporation, a Delaware corporation (the "Company"), which, to the best knowledge of the person filing this Statement, is a corporation with its principal executive offices located at 667 Madison Avenue, New York, New York 10021. Item 2. IDENTITY AND BACKGROUND (a) The person filing this Statement is William Hyman. (b) The address of Mr. Hyman is 188 East 64th Street, New York, New York 10021. (c) Mr. Hyman conducts his business as a private investor. (d) Mr. Hyman has not, during the last five years, been convicted in any criminal proceeding (excluding traffic violations and similar misdemeanors). (e) Mr. Hyman has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which as a result of such proceeding, he 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 thereto. (f) Mr. Hyman is a citizen of the United States of America. Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Mr. Hyman purchased 150,000 shares of Common Stock and 300,000 warrants (the "Warrants") to purchase shares of Common Stock in the Company's initial public offering in 1993. Prior to the public offering, in May 1993, Mr. Hyman purchased 10,000 shares of the Company's Common Stock. Mr. Hyman served as a director of the Company until August 1996. Mr. Hyman purchased in the open market an additional 10,000 shares of Common Stock in January 1997, 500 shares in March 1997, and 10,000 shares in July 1997. Mr. Hyman purchased such shares of Common Stock with his personal funds. Item 4. PURPOSE OF TRANSACTION. Mr. Hyman has acquired the shares of Common Stock and the Warrants to acquire the Common Stock owned by him for investment purposes. Mr. Hyman has no plan or proposal which relates to or would result in any of the actions enumerated in Item 4 of Schedule 13D, except that Mr. Hyman may, from time to time or at any time, dispose of all or some of the shares of Common Stock owned by him, or acquire additional shares of Common Stock depending upon price and market conditions, Mr. Hyman's evaluation of the Company, alternative investments and other factors. Item 5. INTEREST IN SECURITIES OF THE ISSUER. (a) As of the date hereof, Mr. Hyman beneficially owns directly 180,500 shares of Common Stock (the "Shares"), and currently exercisable Warrants to acquire 300,000 shares of Common Stock (the "Warrant Shares"), which constitute, in accordance with the rules and regulations of the Securities and Exchange Commission under the Securities Exchange Act of 1934, approximately 11.3% of the outstanding shares of Common Stock of the Company.(3) (b) Mr. Hyman has sole power to vote and dispose of the Shares, and if the Warrants were exercised to purchase the Warrant Shares, the Warrant Shares as well. (c) During the 60-day period prior to the date of this Report, Mr. Hyman acquired 10,000 shares of Common Stock in the open market at a price per share of $6.31250. (d) To the best knowledge of Mr. Hyman, no person other than Mr. Hyman has the right to receive or the power to direct the receipt of, dividends from, or the proceeds from the sale of, the Shares, or to direct the acquisition of the Warrant Shares. (e) Not Applicable. Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Not Applicable. Item 7. MATERIAL TO BE FILED AS EXHIBITS. None. - ----------------------- (3) The percentage is calculated based on 3,954,465 shares outstanding as reported in the Proxy Statement. SIGNATURE After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. /s/ WILLIAM HYMAN ------------------------------- William Hyman -----END PRIVACY-ENHANCED MESSAGE-----