-----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, RDZ9E7tLngtX59WJVAsrSXDniPQm0s3nP8QqqZS2waVZFV/5UDM2z8fA+lf2HQkP 9JSAPgxRT4M1cumSKS+zIg== 0000911916-99-000042.txt : 19990331 0000911916-99-000042.hdr.sgml : 19990331 ACCESSION NUMBER: 0000911916-99-000042 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990330 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IMCO RECYCLING INC CENTRAL INDEX KEY: 0000202890 STANDARD INDUSTRIAL CLASSIFICATION: SECONDARY SMELTING & REFINING OF NONFERROUS METALS [3341] IRS NUMBER: 752008280 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-31597 FILM NUMBER: 99578768 BUSINESS ADDRESS: STREET 1: 5215 N OCONNOR BLVD STE 940 STREET 2: CENTRAL TOWERS AT WILLIAM SQUARE CITY: IRVING STATE: TX ZIP: 75007 BUSINESS PHONE: 2148696575 MAIL ADDRESS: STREET 1: 5215 N O CONNOR BOULVARD STE 940 CITY: IRVING STATE: TX ZIP: 75030 FORMER COMPANY: FORMER CONFORMED NAME: FRONTIER TEXAS CORP DATE OF NAME CHANGE: 19881012 FORMER COMPANY: FORMER CONFORMED NAME: PIONEER TEXAS CORP DATE OF NAME CHANGE: 19850416 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WARSHAUER WILLIAM CENTRAL INDEX KEY: 0001077655 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 80 LN 530A LAKE JAMES CITY: FREMONT STATE: IN ZIP: 46737 BUSINESS PHONE: 6172799596 MAIL ADDRESS: STREET 1: 80 LN 530A LAKE JAMES CITY: FREMONT STATE: CA ZIP: 46737 SC 13D 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* IMCO RECYCLING, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 44968110 (CUSIP Number) M. Randall Spencer Baker & Daniels 111 E. Wayne Street Suite 800 FORT WAYNE, INDIANA 46802 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) NOVEMBER 17, 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. (Continued on following page(s)) 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). CUSIP No. 44968110 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person William Warshauer, I.R.S. Id. No. ###-##-#### Louise Warshauer, I.R.S. Id. No. ###-##-#### 2. Check the appropriate box if a member of a group Box A checked 3. SEC Use Only 4. Source of Funds OO 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) Not required 6. Citizenship or Place of Organization United States of America 7. Sole Voting Power William Warshauer - 579,959 Louise Warshauer - 579,959 8. Shared Voting Power 0 9. Sole Dispositive Power William Warshauer - 579,959 Louise Warshauer - 579,959 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 909,918 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares Not checked 13. Percent of Class Represented by Amount in Row (11) 5.5% 14. Type of Reporting Person IN ITEM 1. SECURITY AND ISSUER. This statement relates to Common stock of IMCO Recycling Inc. (listed on the New York Stock Exchange as "IMR," and herein referred to as the "Issuer"). The Issuer's address is: IMCO Recycling Inc. 5215 North O'Connor Blvd., Suite 940 Central Tower @ Williams Square Dallas, Texas 75039 ITEM 2. IDENTITY AND BACKGROUND. (a) William Warshauer, Louise Warshauer (b) 80 Lane 530A - Lake James Fremont, Indiana 46737 (c) Mr. Warshauer is the Chief Executive Officer of Alchem Aluminum, Inc., 430 West Garfield, P.O. Box 139, Coldwater, Michigan 49036. Mrs. Warshauer is unemployed outside the home. (d) Neither Mr. nor Mrs. Warshauer has been convicted in a criminal proceeding. (e) Neither Mr. nor Mrs. Warshauer has been subject to any such civil proceedings as listed in this Item. (f) Mr. and Mrs. Warshauer are both United States citizens. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. The securities were acquired through the sale of Alchem Aluminum, Inc. to IMCO Recycling Inc. pursuant to an Agreement and Plan of Merger among IMCO Recycling Inc., IMCO Recycling of Coldwater, Inc., Alchem Aluminum, Inc. and the Shareholders of Alchem Aluminum, Inc. Mr. and Mrs. Warshauer were principal shareholders of Alchem and received the subject shares as a result of such sale. ITEM 4. PURPOSE OF TRANSACTION. The purpose of the transaction was to effectuate the sale of Alchem Aluminum, Inc., to IMCO Recycling Inc. pursuant to an Agreement and Plan of Merger among IMCO Recycling Inc., IMCO Recycling of Coldwater, Inc., Alchem Aluminum, Inc. and the Shareholders of Alchem Aluminum, Inc. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) Mr. Warshauer owns a total of 579,959 shares of IMCO Recycling Inc. common stock which is 3.5149% of the total shares outstanding (16,500,000) as of May 8, 1998. Of such shares, 125,000 are subject to the terms of a certain Escrow Agreement between issuer and Mr. Warshauer. Ms. Warshauer owns a total of 579,959 shares of IMCO Recycling Inc. common stock which is 3.5149% of the total shares outstanding (16,500,000) as of May 8, 1998. Of such shares, 125,000 are subject to the terms of a certain Escrow Agreement between issuer and Mrs. Warshauer. (b) Mr. Warshauer has sole power over 454,959 shares to direct the vote and disposition of the subject shares owned by Mr. Warshauer. In addition, Mr. Warshauer has the sole power to vote the 125,000 shares still in escrow, as explained in Item 5(a) above. Mr. Warshauer does not have the power to direct the disposition of such shares until and unless escrow is broken. Mrs. Warshauer has sole power over 454,959 shares to direct the vote and disposition of the subject shares owned by Mrs. Warshauer. In addition, Mrs. Warshauer has the sole power to vote the 125,000 shares still in escrow, as explained in Item 5(a) above. Mrs. Warshauer does not have the power to direct the disposition of such shares until and unless escrow is broken. (c) There have been no transactions described in this Section since the date of acquisition of the subject shares by either reporting person. (d) No person other than the reporting persons is known to have the right to receive, or the power to direct the receipt of, dividends from, or the proceeds of any sale of, the subject securities. (e) The reporting persons are still the owners of more than five percent of the outstanding shares of the Issuer. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Mr. and Mrs. Warshauer each owned an equal percentage of Alchem Aluminum, Inc. and thus received an equal percentage of shares in IMCO Recycling, Inc. pursuant to an Agreement and Plan of Merger among IMCO Recycling Inc.. IMCO Recycling of Coldwater, Inc., Alchem Aluminum, Inc. mid the Shareholders of Alchem Aluminum, Inc. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. No exhibits. 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) (Date) (Signature) (Signature) (Name/Title) (Name/Title) -----END PRIVACY-ENHANCED MESSAGE-----