-----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, GkWkHUQD4G1p45v9Z/vhfpqFVFyhmDYm/w4U4BqBCYcmuMh1EFH02L2m/fF/RHzk hyMZKnfmhGDkRdiDks5V9w== /in/edgar/work/0001095811-00-003765/0001095811-00-003765.txt : 20001005 0001095811-00-003765.hdr.sgml : 20001005 ACCESSION NUMBER: 0001095811-00-003765 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20001004 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CARDIODYNAMICS INTERNATIONAL CORP CENTRAL INDEX KEY: 0000719722 STANDARD INDUSTRIAL CLASSIFICATION: [3845 ] IRS NUMBER: 953533362 STATE OF INCORPORATION: CA FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-37334 FILM NUMBER: 734909 BUSINESS ADDRESS: STREET 1: 6175 NANCY RIDGE DRIVE STREET 2: SUITE 300 CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 6195350202 MAIL ADDRESS: STREET 1: 6175 NANCY RIDGE DRIVE STREET 2: STE 300 CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: BOMED MEDICAL MANUFACTURING LTD DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WHITE EDWARD CENTRAL INDEX KEY: 0001125648 STANDARD INDUSTRIAL CLASSIFICATION: [ ] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 21700 OXNARD STREET SUITE 400 CITY: WOODLAND HILLS STATE: CA ZIP: 91367 MAIL ADDRESS: STREET 1: 2250 EAST TROPICANA #19-121 CITY: LAS VEGAS STATE: NV ZIP: 89119 SC 13D 1 a66077asc13d.txt SCHEDULE 13D 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 CARDIODYNAMICS INTERNATIONAL CORPORATION - -------------------------------------------------------------------------------- (NAME OF ISSUER) COMMON STOCK - -------------------------------------------------------------------------------- (TITLE OF CLASS OF SECURITIES) 141597104 - -------------------------------------------------------------------------------- (CUSIP NUMBER) EDWARD WHITE 21700 OXNARD STREET, SUITE 400 WOODLAND HILLS, CA 91367 (818) 716-1120 (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS) JULY 19, 2000 - -------------------------------------------------------------------------------- (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 [ ]. (Continued on following pages) Page 1 of 5 2 CUSIP No. 141597104 SCHEDULE 13D Page 2 of 5 Pages --------------------- -------- -------- (1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons (ENTITIES ONLY) EDWARD WHITE --------------------------------------------------------------------- (2) Check the Appropriate Box if a Member of a Group* (a) [ ] (b) [ X ] --------------------------------------------------------------------- (3) SEC Use Only --------------------------------------------------------------------- (4) SOURCE OF FUNDS* 00 --------------------------------------------------------------------- (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) --------------------------------------------------------------------- (6) Citizenship or Place of Organization USA --------------------------------------------------------------------- (7) Sole Voting Power Number of 0 Shares -------------------------------------------------------- Beneficially (8) Shared Voting Power Owned by 10,162,989 Reporting -------------------------------------------------------- Person With (9) Sole Dispositive Power 0 -------------------------------------------------------- (10) Shared Dispositive Power 10,162,989 -------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 10,162,989 --------------------------------------------------------------------- (12) Check Box if Aggregate Amount in Row (11) Excludes Certain Shares* [ ] --------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 22.4% --------------------------------------------------------------------- (14) Type of Reporting Person* IN --------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 5 3 ITEM 1. SECURITY AND ISSUER The class of securities to which this Statement relates is the common stock (the "Common Stock") of CardioDynamics International Corporation, a California corporation ("Issuer"), whose address is 6175 Nancy Ridge Drive, Suite 300, San Diego, California 92121. ITEM 2. IDENTITY AND BACKGROUND This statement on Schedule 13D is filed on behalf of Edward White (the "Reporting Person"). The Reporting Person is a co-trustee of the Allen E. Paulson Living Trust (UDT dated 12/23/86) (hereinafter referred to as, the "Trust") along with John Michael Paulson. The Reporting Person was named a co-executor of Allen Paulson's estate along with John Michael Paulson. The Reporting Person does not affirm that he and John Michael Paulson comprise a "group." The Reporting Person is a U.S. citizen. His principal occupation is accounting, and he is the senior partner at Edward White and Company, a certified public accounting firm, which is located at 21700 Oxnard Street, Suite 400, Woodland Hills, California 91367. During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he is or was 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. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Upon Allen Paulson's death on July 19, 2000, Allen Paulson's Issuer stock options for a total of 59,000 shares of Common Stock passed to Allen Paulson's estate, and Allen Paulson's majority ownership interest in CardioDynamics Holdings, LLC, ( the "LLC") which owns 103,764 shares of Common Stock, passed to Allen Paulson's estate. As co-executor of Allen Paulson's estate, the Reporting Person now has beneficial ownership (shared with John Michael Paulson, as co-executor) in these shares. The voting power in the LLC's shares is also shared with the other members of the LLC. Before Allen Paulson's death on July 19, 2000, he had transferred 10,000,225 shares (plus the 418,409 shares later sold as described in Item 5 below) of the Common Stock to the Trust. He had continued to report on Schedule 13D those shares as beneficially owned by him, because he was trustee of the Trust and the Trust was revocable by him. Upon his death, all shares of Common Stock subject to the Trust became irrevocably vested in the Trust and beneficial ownership passed to the Reporting Person and John Michael Paulson as the successor co-trustees of the Trust. ITEM 4. PURPOSE OF TRANSACTION Page 3 of 5 4 The Reporting Person's/Trust's/estate's acquisition of securities was for investment purposes. The Reporting Person's beneficial ownership amount of Common Stock may be large enough to confer control of Issuer. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER See Item 3 and rows 7-10 on page 2 of this statement. The Trust directly owns (after the 418,409-share sale reported below) 10,000,225 outstanding shares of Common Stock; the Reporting Person and John Michael Paulson share voting power and dispositive power as to those shares. As co-executor of Allen Paulson's estate, the Reporting Person beneficially owns Allen Paulson's stock options to acquire 59,000 shares of Common Stock and Allen Paulson's majority interest in the LLC, which owns 103,764 shares of Common Stock. The Reporting Person and Edward White, as co-executors, share voting and dispositive power over the stock options and share dispositive power over the LLC's Issuer stock. The Reporting Person and John Michael Paulson, as co-executors, share voting power over the LLC's Issuer stock with James Gilstrap, Nicholas Diaco and Joseph Diaco. Together, all this represents, for the Reporting Person, 22.4% of the Common Stock under the Rule 13d-3(d)(1) calculation (with 45,376,748 shares outstanding at July 29, 2000). John Michael Paulson's principal occupation is real estate development. His address, and the address of Nevastar Investments Corp. the organization in which his real estate business is conducted, is 2250 East Tropicana #19-121, Las Vegas, NV 89119. John Michael Paulson is a U.S. Citizen. During the last five years, John Michael Paulson has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he is or was 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. No transactions in the Common Stock were effected by the Reporting Person in the past 60 days, except for the following: (1) Transfers of beneficial ownership by operation of Allen Paulson's death on July 19, 2000. See Item 3. (2) On July 28, 2000, the Trust sold 418,409 shares of Common Stock back to Issuer for $5.59 per share (before fees), in connection with a private placement of Common Stock by Issuer to private investors at the same price per share. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER None. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None. Page 4 of 5 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. July 29, 2000 /s/ Edward White ----------------------------- Edward White Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001). Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----