-----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, MjzkXNZZGSrXQN9KiYK6rzff0j3XdlnSDO8LLoy7j2fnWU2x8/0M5rrSAM8SqvGh udlQQSG8QrvDvp+Je+vk7g== 0000356446-96-000044.txt : 19961225 0000356446-96-000044.hdr.sgml : 19961225 ACCESSION NUMBER: 0000356446-96-000044 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961213 DATE AS OF CHANGE: 19961224 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NATURADE INC CENTRAL INDEX KEY: 0000797167 STANDARD INDUSTRIAL CLASSIFICATION: 2834 IRS NUMBER: 232442709 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-47621 FILM NUMBER: 96680923 BUSINESS ADDRESS: STREET 1: 7110 EAST JACKSON ST CITY: PARAMOUNT STATE: CA ZIP: 90723 BUSINESS PHONE: 3105318120 MAIL ADDRESS: STREET 2: 7110 JACKSON ST CITY: PARAMOUNT STATE: CA ZIP: 97023 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PURE WORLD INC CENTRAL INDEX KEY: 0000356446 STANDARD INDUSTRIAL CLASSIFICATION: 6799 IRS NUMBER: 953419191 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: P O BOX 74 STREET 2: 376 MAIN STREET CITY: BEDMINSTER STATE: NJ ZIP: 07921 BUSINESS PHONE: 9082349220 MAIL ADDRESS: STREET 1: P O BOX 74 STREET 2: 376 MAIN STREET CITY: BEDMINSTER STATE: NJ ZIP: 07921 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN HOLDINGS INC /DE/ DATE OF NAME CHANGE: 19940411 FORMER COMPANY: FORMER CONFORMED NAME: COMPUTER MEMORIES INC /DE/ DATE OF NAME CHANGE: 19940411 SC 13D 1 ORIGINAL SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 NAME OF ISSUER: NATURADE, INC. TITLE OF CLASS OF SECURITIES: Common Stock CUSIP NUMBER: 638910307000 NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS: Natalie I. Koether, Esq., Rosenman & Colin 211 Pennbrook Road, P. O. Box 97 Far Hills, New Jersey 07931 (908) 766-4101 DATE OF EVENT WHICH REQUIRES FILING: December 3, 1996 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: ________ Check the following 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 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). (Continued on following pages) CUSIP NO.: 638910307000 1. NAME OF REPORTING PERSON: Pure World, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) (b) XX 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): YES NO XX 6. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware 7. SOLE VOTING POWER: 179,163 8. SHARED VOTING POWER: 9. SOLE DISPOSITIVE POWER: 179,163 10. SHARED DISPOSITIVE POWER: 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 179,163 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: YES NO XX 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 6.91% 14. TYPE OF REPORTING PERSON: CO Item 1. SECURITY AND ISSUER This Schedule 13D (this "Schedule") relates to the common stock, par value $.0001 per share ("Shares"), Class A Warrants and Class B Warrants ("Warrants"), of Naturade, Inc., (the "Company" or "Naturade") owned by Pure World, Inc. The Company, a Delaware corporation, has its principal executive offices located at 7110 East Jackson Street, Paramount, California 90723. Item 2. IDENTITY AND BACKGROUND (a), (b) and (c) Pure World, Inc. ("Pure World") is engaged in the production of natural products through its majority-owned subsidiary, Madis Botanicals, Inc. ("Madis"), a New Jersey corporation. Pure World's principal executive office is located at 376 Main Street, Bedminster, New Jersey 07921, and Madis' principal executive office is located at 375 Huyler Avenue, South Hackensack, New Jersey 07606. Sun Equities Corporation ("Sun"), a closely-held Delaware corporation, owns approximately 28% of Pure World's outstanding Common Stock and may be deemed a controlling person of Pure World, as such term is defined in the regulations promulgated under the Securities Exchange Act of 1934. (See Exhibits A and B for information, including addresses and principal businesses or occupations, of the executive officers and directors of Pure World and Sun, respectively.) (d) During the past five years, none of Pure World, Sun or any of the persons listed on Exhibits A and B has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the past five years, none of Pure World, Sun or any of the persons listed on Exhibits A and B has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of which 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. (f) Pure World and Sun are Delaware corporations. Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. As of December 13, 1996, Pure World has acquired 177,515 Shares at an aggregate purchase price of $367,428.78, 1,506 Class A Warrants at an aggregate purchase price of $848.30 and 142 Class B Warrants at an aggregate purchase price of $14.20, including brokerage commissions. Pure World purchased the Shares and Warrants with its working capital. Item 4. PURPOSE OF TRANSACTION. Pure World has acquired the Shares and Warrants for capital appreciation. Pure World currently intends to acquire additional Shares and/or Warrants from time to time in open market or private transactions but, depending on future developments relating to general economic conditions or alternative investment opportunities, may also determine from time to time, or at any time, to sell or otherwise dispose of some or all of its Shares and/or Warrants. Pure World currently intends to exercise its Class A Warrants prior to their expiration date of December 31, 1996. Except as otherwise indicated herein, Pure World has no plans or proposals which relate to or would result in any of the actions or matters referred to in the text of Item 4 of Schedule 13D. Item 5. INTEREST IN SECURITIES OF THE ISSUER. (a) As of the close of business on December 13, 1996, Pure World beneficially owned 177,515 Shares, 1,506 Class A Warrants and 142 Class B Warrants representing in total 6.91% of Shares reported as outstanding in the Company's Form 10-QSB for the quarter ended June 30, 1996. (b) The information presented in Items 7 through 10 of the cover sheet to this Schedule 13D is incorporated herein by reference. (c) Exhibit C annexed hereto sets forth all transactions in Shares and Warrants effected by Pure World in the sixty days preceding the date of this Statement, the dates of such transactions, and the per Share/Warrant purchase price. The transactions reported herein, unless otherwise indicated, were open market transactions effected in the over-the-counter market. Item 7. MATERIAL TO BE FILED AS EXHIBITS. Exhibit A - Executive Officers and Directors of Pure World Exhibit B - Executive Officers and Directors of Sun Exhibit C - Transactions in Shares/Warrants for the past 60 days 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. Dated: December 13, 1996 PURE WORLD, INC. By: /s/ John W. Galuchie, Jr. -------------------------------- John W. Galuchie, Jr. Executive Vice President EXHIBIT A PURE WORLD (See Item 2 of this Schedule) Executive Officers and Directors
NAME AND BUSINESS ADDRESS* PRESENT POSITION(S) WITH ADDRESS* - - ------------------------- --------------------------------- Paul O. Koether Chairman, President and Director of Pure World and Sun Chairman of Madis Chairman, President and Director of Kent Financial Services, Inc. ("Kent") (owns all of the outstanding common stock of T.R. Winston & Company, Inc. ("TRW"), a securities broker-dealer, and Asset Value Management, Inc. the general partner of Asset Value Fund Limited Partnership, an investment partnership) Registered representative, Chairman and Director of TRW President and Director of Asset Value Management, Inc. General Partner Shamrock Associates (Investment limited partnership; owner of approximately 39 percent of Kent's outstanding common stock) Chairman, President and Director American Metals Service, Inc. ("AMTS") (Engaged in redeploying its assets) Voldemar Madis Vice Chairman of Pure World and 375 Huyler Street Madis South Hackensack, NJ 07606 375 Huyler "375 Huyler" *Unless otherwise designated, the address of the executive officers, directors, and companies referred herein, is 376 Main Street, Bedminster, New Jersey 07921. John W. Galuchie, Jr. Executive Vice President, Treasurer and Secretary of Pure World Vice President and Director of Sun Vice President and Treasurer of Kent Registered Representative, President, Treasurer and Director of TRW Secretary, Treasurer and Director of Asset Value Management Vice President, Treasurer and Director of AMTS Mark Koscinski Senior Vice President of Pure World and Madis Vice President of Kent, TRW, Asset Value Management, Inc. and Sun Alfredo Mena Director of Pure World P.O. Box 520656 Miami, FL 33152 Presidential Commissioner for Privatization and Modernization of El Salvador Casa Presidencial El Salvador President of CIA. Salvadorena de Inversiones, S.A. de C.V. El Salvador (coffee growing, processing and exporting production) Mark W. Jaindl Director of Pure World 3150 Coffeetown Road Orefield, PA 18069 Chief Financial Officer of Jaindl "Orefield PA" Farms, Orefield, PA. (diversified businesses, including a 10,000 acre turkey farm, a mobile home park, a John Deere dealership and a grain operation.) Director of AMTS William Mahomes, Jr., Esq. Director of Pure World 2200 Ross Avenue Suite 2200 Senior shareholder of Locke Purnell Dallas, TX 75201 Rain Harrel, a Law Firm "2200 Ross" 2200 Ross
EXHIBIT B SUN (See Item 2 of this Schedule) Executive Officers and Directors NAME AND BUSINESS ADDRESS* PRESENT POSITION(S) WITH ADDRESS* - - ------------------------- --------------------------------- Lloyd H. Klatzkin Vice President and Director of Sun 364 W. Trenton Ave. Morrisville, PA 19067 Lloyd H. Klatzkin, CPA, P.C. "364 W. Trenton" 364 W. Trenton Paul O. Koether See Exhibit A for information about Mr. Koether John W. Galuchie, Jr. See Exhibit A for information about Mr. Galuchie Mark Koscinski See Exhibit A for information about Mr. Koscinski *Unless otherwise designated, the address of the executive officers, directors, and companies referred herein, is 376 Main Street, Bedminster, New Jersey 07921.
EXHIBIT C Transactions in Shares/Warrants for the Past 60 Days
NUMBER OF PRICE DATE SHARES/WARRANTS PURCHASED PER SHARE/WARRANT* - - -------- ------------------------- ------------------ Shares: - - ------- 10/15/96 36,800 $2.00 10/21/96 10,000 2.00 10/22/96 2,700 2.00 10/23/96 13,000 1.9279 10/24/96 16,485 2.00 10/25/96 25,000 2.00 10/28/96 1,000 2.00 11/20/96 2,500 1.875 12/03/96 28,500 2.125 12/03/96 4,000 2.00 12/10/96 4,000 2.125 12/11/96 12,515 2.125 Class A Warrants: - - ---------------- 12/13/96 1,506 .55 Class B Warrants: - - ---------------- 12/13/96 142 .10 * Exclusive of brokerage commissions.
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