-----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, DjUbdm0AE6a3hvvyrDlbg1rTrZT8L7cJxLwCqQtwm4CO2p+ca0bqXHT03eBFE5RF r3mMDWtmUGAEXDUVkvUjbQ== 0000891020-04-000224.txt : 20040213 0000891020-04-000224.hdr.sgml : 20040213 20040213153152 ACCESSION NUMBER: 0000891020-04-000224 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040213 GROUP MEMBERS: DOUGLAS FAMILY TRUST GROUP MEMBERS: JAMES DOUGLAS AND JEAN DOUGLAS IRREVOCABLE DESCENDANTS TRUST GROUP MEMBERS: JAMES E. DOUGLAS, III SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HANSEN NATURAL CORP CENTRAL INDEX KEY: 0000865752 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 391679918 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-41221 FILM NUMBER: 04598578 BUSINESS ADDRESS: STREET 1: 1010 RAILROAD STREET CITY: CORONA STATE: CA ZIP: 92882 BUSINESS PHONE: 909-739-6200 MAIL ADDRESS: STREET 1: 1010 RAILROAD STREET CITY: CORONA STATE: CA ZIP: 92882 FORMER COMPANY: FORMER CONFORMED NAME: UNIPAC CORP DATE OF NAME CHANGE: 19600201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DOUGLAS KEVIN CENTRAL INDEX KEY: 0001132859 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 4040 CIVIC CENTER DRIVE CITY: SAN RAFAEL STATE: CA ZIP: 94903 MAIL ADDRESS: STREET 1: 4040 CIVIC CENTER DRIVE CITY: SAN RAFAEL STATE: CA ZIP: 94903 SC 13G/A 1 v96455a4sc13gza.htm AMENDMENT NO. 4 TO SCHEDULE 13G Hansen Natural Corporation Form SC 13G/A
 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 4)*

Hansen Natural Corporation

(Name of Issuer)

Common Stock, $0.005 par value per share

(Title of Class of Securities)

411310105

(CUSIP Number of Class of Securities)

Eric A. DeJong
P. Amy Reischauer
Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, Washington 98101-3099
(206) 359-8000

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

January 7, 2004

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

x Rule 13d-1(c)

o Rule 13d-1(d)

(Continued on following pages)

(Page 1 of 10 Pages)

     *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).

 

 

SCHEDULE 13G
(Amendment No. 4)
             
CUSIP No. 411310105
  1. Name of Reporting Person:
Kevin Douglas		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) x Joint Filing (see Item 4 hereof)
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
United States
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
-0-
6. Shared Voting Power:
710,535(1)
7. Sole Dispositive Power:
-0-
8.Shared Dispositive Power:
1,053,561(2)
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
1,053,561
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
10.2%(3)
  12.Type of Reporting Person:
IN

(1)   Kevin Douglas and his wife, Michelle Douglas, hold 404,036 shares both directly and jointly. In addition, Kevin Douglas is the trustee of the James Douglas and Jean Douglas Irrevocable Descendants’ Trust.

(2)   Kevin Douglas has been granted dispositive power with respect to the shares held by James E. Douglas, III and the Douglas Family Trust.

(3)   Calculated based on 10,365,103 shares of Hansen Natural Corporation’s Common Stock outstanding as of November 5, 2003, as reported in its quarterly report on Form 10-Q for the quarter ended September 30, 2003 and filed with the Securities and Exchange Commission on November 14, 2003.

 

Page 2 of 10

 

SCHEDULE 13G
(Amendment No. 4)
             
CUSIP No. 411310105
  1. Name of Reporting Person:
James E. Douglas, III		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) x Joint Filing (see Item 4 hereof)
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
United States
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
20,720
6. Shared Voting Power:
-0-
7. Sole Dispositive Power:
-0-
8.Shared Dispositive Power:
20,720
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
1,053,561
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
10.2%(1)
  12.Type of Reporting Person:
IN

(1)   Calculated based on 10,365,103 shares of Hansen Natural Corporation’s Common Stock outstanding as of November 5, 2003, as reported in its quarterly report on Form 10-Q for the quarter ended September 30, 2003 and filed with the Securities and Exchange Commission on November 14, 2003.

Page 3 of 10

 

SCHEDULE 13G
(Amendment No. 4)
             
CUSIP No. 411310105
  1. Name of Reporting Person:
Douglas Family Trust (1)		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) x Joint Filing (see Item 4 hereof)
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
California
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
322,306
6. Shared Voting Power:
-0-
7. Sole Dispositive Power:
-0-
8.Shared Dispositive Power:
322,306
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
1,053,561
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
10.2%(2)
  12.Type of Reporting Person:
OO

(1)   James E. Douglas, Jr. and Jean A. Douglas, husband and wife, are co-trustees.

(2)   Calculated based on 10,365,103 shares of Hansen Natural Corporation’s Common Stock outstanding as of November 5, 2003, as reported in its quarterly report on Form 10-Q for the quarter ended September 30, 2003 and filed with the Securities and Exchange Commission on November 14, 2003.

Page 4 of 10

 

SCHEDULE 13G
(Amendment No. 4)
             
CUSIP No. 411310105
  1. Name of Reporting Person:
James Douglas and Jean Douglas Irrevocable Descendants' Trust(1)		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group:
    (a) o  
    (b) x Joint Filing (see Item 4 hereof)
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
California
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
-0-
6. Shared Voting Power:
306,499
7. Sole Dispositive Power:
-0-
8.Shared Dispositive Power:
306,499
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
1,053,561
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
10.2%(2)
  12.Type of Reporting Person:
OO

(1)   Kevin Douglas and Michelle Douglas, husband and wife, are co-trustees.

(2)   Calculated based on 10,365,103 shares of Hansen Natural Corporation’s Common Stock outstanding as of November 5, 2003, as reported in its quarterly report on Form 10-Q for the quarter ended September 30, 2003 and filed with the Securities and Exchange Commission on November 14, 2003.

Page 5 of 10

 

Item 1.

  (a)   Name of Issuer:
Hansen Natural Corporation

  (b)   Address of Issuer’s Principal Executive Offices:
1010 Railroad Street
Corona, California 92882

Item 2.

  (1)(a)   NAME OF PERSONS FILING:
Kevin Douglas
James E. Douglas, III

  (b)   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
1101 Fifth Avenue, Suite 360
San Rafael, California 94901

  (c)   CITIZENSHIP:
United States

  (d)   TITLE OF CLASS OF SECURITIES:
Common Stock

  (e)   CUSIP NUMBER:
411310105

  (2)(a)   NAME OF PERSONS FILING:
Douglas Family Trust
James Douglas and Jean Douglas Irrevocable Descendants’ Trust

  (b)   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
1101 Fifth Avenue, Suite 360
San Rafael, California 94901

  (c)   CITIZENSHIP:
California

  (d)   TITLE OF CLASS OF SECURITIES:
Common Stock

  (e)   CUSIP NUMBER:
411310105

Item 3. If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:

             
    (a)   o   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o)
             
    (b)   o   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c)

Page 6 of 10

 

             
    (c)   o   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c)
             
    (d)   o   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8)
             
    (e)   o   An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
             
    (f)   o   An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
             
    (g)   o   A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
             
    (h)   o   A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
             
    (i)   o   A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
             
    (j)   o   Group, in accordance with §240.13d-1(b)(1)(ii)(J)
   
  Not Applicable

Page 7 of 10

 

Item 4. Ownership

     Reference is made to Rows 5-9 and 11 of each of the cover pages of this Schedule 13G, which Rows are incorporated by reference herein. According to Hansen Natural Corporation’s quarterly report on Form 10-Q for the quarter ended September 30, 2003, as filed with the Securities and Exchange Commission on November 14, 2003, there were 10,365,103 shares of its Common Stock outstanding as of November 5, 2003. As of the date of filing of this Schedule 13G, the following Reporting Persons hold directly the following number of shares of Hansen Natural Corporation’s Common Stock:

         
    COMMON STOCK
REPORTING PERSON   DIRECTLY HELD
 
Kevin Douglas (1)
     404,036  
James E. Douglas, III
     20,720  
Douglas Family Trust
     322,306  
James Douglas and Jean Douglas Irrevocable Descendants’ Trust
     306,499  
 
    
 
Total
     1,053,561  

(1)   As referenced above, Kevin Douglas and his wife, Michelle Douglas, hold 404,036 shares both directly and jointly.

     Each of the Reporting Persons may be deemed a member of a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or Rule 13d-5 promulgated under the Exchange Act with one or more of the other Reporting Persons. Although the Reporting Persons are reporting such securities as if they were members of a “group,” the filing of this Schedule 13G shall not be construed as an admission by any Reporting Person that such Reporting Person is a beneficial owner of any securities other than those directly held by such Reporting Person.

Item 5. Ownership of Five Percent or Less of a Class

     If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: o

Item 6. Ownership of More Than Five Percent on Behalf of Another Person

     Not applicable.

     
Item 7.   Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company

     Not applicable.

Page 8 of 10

 

Item 8. Identification and Classification of Members of the Group

     Not applicable.

Item 9. Notice of Dissolution of Group

     Not applicable.

Item 10. Certification

     By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Page 9 of 10

 

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.

           
  Date: February 11, 2004   /s/ Tim McGaw, Attorney-in-Fact
     
      Kevin Douglas
           
  Date: February 11, 2004   /s/ Tim McGaw, Attorney-in-Fact
     
      James E. Douglas, III
           
      DOUGLAS FAMILY TRUST
           
  Date: February 11, 2004   By:   /s/ Tim McGaw, Attorney-in-Fact
         
      Title:   James E. Douglas, Jr.
Trustee
           
  Date: February 11, 2004   By:   /s/ Tim McGaw, Attorney-in-Fact
         
      Title:   Jean A. Douglas
Trustee
           
      JAMES DOUGLAS AND JEAN DOUGLAS
IRREVOCABLE DESCENDANTS’ TRUST
           
  Date: February 11, 2004   By:   /s/ Tim McGaw, Attorney-in-Fact
         
      Title:   Kevin Douglas
Trustee
           
  Date: February 11, 2004   By:   /s/ Tim McGaw, Attorney-in-Fact
         
      Title:   Michelle Douglas
Trustee

Page 10 of 10

 

EXHIBIT A

JOINT FILING AGREEMENT

     This Joint Filing Agreement (this “Agreement”) hereby confirms the agreement by and among all of the undersigned that the Schedule 13G to which this Agreement is attached as Exhibit A with respect to the beneficial ownership of the undersigned of shares of Friendly Ice Cream Corporation’s Common Stock, $0.01 par value per share, is being filed on behalf of each of the undersigned. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

           
  Date: February 11, 2004   /s/ Tim McGaw, Attorney-in-Fact
     
      Kevin Douglas
           
  Date: February 11, 2004   /s/ Tim McGaw, Attorney-in-Fact
     
      James E. Douglas, III
           
      DOUGLAS FAMILY TRUST
           
  Date: February 11, 2004   By:   /s/ Tim McGaw, Attorney-in-Fact
         
      Title:   James E. Douglas, Jr.
Trustee
           
  Date: February 11, 2004   By:   /s/ Tim McGaw, Attorney-in-Fact
         
      Title:   Jean A. Douglas
Trustee
           
      JAMES DOUGLAS AND JEAN DOUGLAS IRREVOCABLE DESCENDANTS’ TRUST
           
  Date: February 11, 2004   By:   /s/ Tim McGaw, Attorney-in-Fact
         
      Title:   Kevin Douglas
Trustee
           
  Date: February 11, 2004   By:   /s/ Tim McGaw, Attorney-in-Fact
         
      Title:   Michelle Douglas
Trustee

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