-----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, DjnKwFcwuJqwmrvVrgzoeK7uu+o9sUPrkPzQeiXMkiPdsPkDGuajmsg+v92HXokX BKIDCOx/xwYrdPrV+cpl+w== 0000910680-97-000016.txt : 19970123 0000910680-97-000016.hdr.sgml : 19970123 ACCESSION NUMBER: 0000910680-97-000016 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970122 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COIN BILL VALIDATOR INC CENTRAL INDEX KEY: 0000933020 STANDARD INDUSTRIAL CLASSIFICATION: CALCULATING & ACCOUNTING MACHINES (NO ELECTRONIC COMPUTERS) [3578] IRS NUMBER: 112974651 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46009 FILM NUMBER: 97509032 BUSINESS ADDRESS: STREET 1: 425B OSER AVE CITY: HAUPPAUGE STATE: NY ZIP: 11788 BUSINESS PHONE: 5162311177 MAIL ADDRESS: STREET 1: 425 B OSER AVENUE CITY: HAUPPAUGE STATE: NY ZIP: 11788 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ODYSSEY FINANCIAL CO CENTRAL INDEX KEY: 0001015390 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 20 EAST SUNRISE HIGHWAY CITY: VALLEY STREAM STATE: NY ZIP: 11581 BUSINESS PHONE: 5168870491 MAIL ADDRESS: STREET 1: 20 EAST SUNRISE HIGHWAY CITY: VALLEY STREAM STATE: NY ZIP: 11581 SC 13D/A 1 STEPHEN KATZ - ODYSSEY FINANCIAL COMAPNY SC13D OMB APPROVAL ---------------------------- OMB Number: 3235-0145 Expires: October 31, 1997 Estimated average burden hours per response.....14.90 ---------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.3)* COIN BILL VALIDATOR, INC. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 192583102 --------------------------------------------------- (CUSIP Number) Mr. Stephen Katz Odyssey Financial Company 20 East Sunrise Highway, Suite 200, Valley Stream, New York 11581 (516) 887-0491 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 2, 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 [_]. CHECK THE FOLLOWING BOX IF A FEE IS BEING PAID WITH THE STATEMENT [_]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class. See Rule 13d-7.) 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. *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). SEC 1746 (12-91) SCHEDULE 13D ================================================================================ CUSIP NO. 192583102 PAGE __ OF __ PAGES ================================================================================ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Odyssey Financial Company - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) [_] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* WC - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION New York State - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES BENEFICIALLY 0 OWNED BY EACH --------------------------------------------------------------- REPORTING PERSON 8 SHARED VOTING POWER WITH 0 --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 200,000 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 200,000 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.3% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* PN - -------------------------------------------------------------------------------- SCHEDULE 13D ================================================================================ CUSIP NO. 192583102 PAGE __ OF __ PAGES ================================================================================ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Stephen Katz - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) [_] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* Not applicable. - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES BENEFICIALLY 539,185 OWNED BY EACH --------------------------------------------------------------- REPORTING PERSON 8 SHARED VOTING POWER WITH 0 --------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 76,665 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 539,185 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 19.1% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- CUSIP No. 192583102 This Amendment No. 3 to Schedule 13D is being filed to report a change in the number of Common Shares previously reported as beneficially owned by Stephen Katz. Except as set forth in Item 5 below, the information previously set forth in this Schedule 13D remains unchanged. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) The number of Common Shares beneficially owned by Odyssey is 200,000, comprising 7.3% of the outstanding Common Shares. The number of Common Shares beneficially owned by Katz is 539,185 (after giving effect to the withdrawal in May and June 1996 of 13,200 Common Shares, and on January 2, 1997 of 29,500 Common Shares, from the voting trust for which Katz acts as voting trustee, and the acquisition by Katz of 10,000 Common Shares on January 2, 1997, and including 66,665 Common Shares subject to options that will vest and become exercisable on March 19, 1997, which Common Shares are deemed beneficially owned by Katz as of January 18, 1997), comprising 19.1% of the outstanding Common Shares. (b) The number of Common Shares as to which Katz has sole voting power is 539,185 (after giving effect to the withdrawal in May and June 1996 of 13,200 Common Shares, and on January 2, 1997 of 29,500 Common Shares, from the voting trust for which Katz acts as voting trustee, and the acquisition by Katz of 10,000 Common Shares on January 2, 1997, and including 66,665 Common Shares subject to options that will vest and become exercisable on March 19, 1997, which Common Shares are deemed beneficially owned by Katz as of January 18, 1997) of which Odyssey has sole dispositive power as to 200,000 Common Shares and Katz has sole dispositive power as to 76,665 Common Shares. (c) (i) On May 21, 1996, Vogel removed and gave as a gift 1,000 Common Shares from a nominee account all of the Common Shares of which were to have been included in the voting trust. On June 24, 1996 and June 26, 1996, Vogel withdrew 2,500 and 9,700 Common Shares, respectively, from the voting trust (which Common Shares were distributed to Vogel). (ii) On January 2, 1997, the Trust withdrew 29,500 Common Shares from the voting trust (which Common Shares were distributed to the Trust.) On such date, in a private transaction, Katz purchased 10,000 of such Common Shares from the Trust for an aggregate purchase price of $70,000. (iii) On March 19, 1997, options to purchase an aggregate of 66,665 Common Shares (including Incentive Stock Options granted under the Company's 1994 Stock Option Plan to purchase 16,666 Common Shares at an exercise price of $6.00 per share; Non-Qualified Stock Options granted under the Company's 1994 Stock Option Plan to purchase 16,666 Common Shares at an exercise price of $6.00 per share; and Non-Qualified Stock Options granted under the Company's 1996 Stock Option Plan to purchase 33,333 Common Shares at an exercise price at $6.60 per share) will vest and become exercisable by Katz. Accordingly, as of January 18, 1997, Katz may be deemed to beneficially own 66,665 Common Shares subject to such options. (d) Odyssey currently has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, 200,000 Common Shares as to which Katz exercises sole voting power. The Trust currently has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, 163,520 Common Shares as to which Katz exercises sole voting power. Vogel currently has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, CUSIP No. 192583102 99,000 Common Shares as to which Katz exercises sole voting power. Katz currently (i) exercise sole voting power as to, and (ii) has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, 76,665 Common Shares. 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: January 21, 1997 ODYSSEY FINANCIAL COMPANY By: /s/ Stephen Katz ----------------------------- Stephen Katz, General Partner By: /s/ Stephen Katz ----------------------------- Stephen Katz -----END PRIVACY-ENHANCED MESSAGE-----