-----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, Mjb866i14bJuXnMGL37uAUGP+qqG/ZR5mqYSbC8QgH1/E55QD+gykRabfaN7DUFf f16eh1n4+LOIeFiwWarvTA== 0000069499-96-000044.txt : 19961202 0000069499-96-000044.hdr.sgml : 19961202 ACCESSION NUMBER: 0000069499-96-000044 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961127 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SURVIVAL TECHNOLOGY INC CENTRAL INDEX KEY: 0000095676 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 520898764 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-35771 FILM NUMBER: 96674006 BUSINESS ADDRESS: STREET 1: 2275 RESEARCH BLVD STREET 2: STE 100 CITY: ROCKVILLE STATE: MD ZIP: 20850 BUSINESS PHONE: 3019261800 MAIL ADDRESS: STREET 1: 2275 RESEARCH BLVD SUITE 100 CITY: ROCKVILLE STATE: MD ZIP: 20850 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MYLAN LABORATORIES INC CENTRAL INDEX KEY: 0000069499 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 251211621 STATE OF INCORPORATION: PA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 130 SEVENTH ST STREET 2: 1030 CENTURY BLDG CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 4122320100 MAIL ADDRESS: STREET 1: 1030 CENTURY BUILDING STREET 2: 130 SEVENTH STREET CITY: PITTSBURGH STATE: PA ZIP: 15222 FORMER COMPANY: FORMER CONFORMED NAME: FRM CORP DATE OF NAME CHANGE: 19711003 SC 13D 1 SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. _______)* Meridian Medical Technologies, Inc. (formerly Survival Technology, Inc.) - ------------------------------------------------------------------------------- (Name of Issuer) - ------------------------------------------------------------------------------- Common Stock, .10 par value (Title of Class of Securities) 869028100 (CUSIP Number) Patricia Sunseri Mylan Laboratories, Inc. 130 Seventh Street, 1030 Century Bldg. Pittsburgh, PA 15222 (412) 232-0100 _______________________________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 20, 1996 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report to 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 []. 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). SCHEDULE 13D CUSIP No.869028100 Page 2 of 6 Pages 1 NAME OF REPORTING PERSON S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Mylan Laboratories, Inc. 25-1211621 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [] (b) [] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [] 6 CITIZENSHIP OR PLACE OR ORGANIZATION Pennsylvania 7 SOLE VOTING POWER NUMBER OF 272,299 SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 8 SHARED VOTING POWER None 9 SOLE DISPOSITIVE POWER 272,299 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 272,299 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.2% 14 TYPE OF REPORTING PERSON* CO =============================================================================== *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. Item 1. Security and Issuer. Page 3 of 6 Pages This Statement on Schedule 13D (the "Schedule 13D") relates to the Common Stock, par value $.01 per share (the "Common Stock), of Meridian Medical Technologies, Inc, a Delaware corporation (formerly Survival Technology, Inc.) (the "Issuer"). The Issuer's principal executive offices are located at 2275 Research Boulevard, Rockville, MD 20850. Item 2. Identify and Background. This Schedule 13D is filed on behalf of Mylan Laboratories, Inc. a Pennsylvania corporation (the "Reporting Person"). The Reporting Person is primarily engaged in the development, manufacturing and distribution of pharmaceutical products for resale by others. The principal place of business and executive offices of the Reporting Person are located at 130 Seventh Street, 1030 Century Building, Pittsburgh, PA 15222. Filed as Schedule I to this Schedule 13D is a list of the executive officers and directors of the Reporting Person containing the following information with respect to such persons: (i) name, (ii) business address and (iii) present principal occupation or employment and the name and, if different from the person's business address, the address of any other corporation or organization in which such employment is conducted. Each person listed in Schedule I is a United States citizen. During the past five years, neither the Reporting Person nor any person named in Schedule I (based on information provided by such individuals) has been (i) involved in a criminal proceeding or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is 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. This Schedule 13D relates to the beneficial ownership of the Reporting Person of 272,299 shares of Common Stock of the Issuer. Of such 272,299 shares of Common Stock, 43,556 are issuable on exercise of currently exercisable warrants to purchase shares of Common Stock. On April 15, 1996, the Reporting Person acquired 108,892 shares of Series F 10% Convertible Preferred Stock, $ .01 par value (the "Preferred Stock") of Brunswick Biomedical Corporation ("Brunswick"). In connection with the merger of Brunswick into the Issuer, which transaction was consummated on or about November 20, 1996, each share of the Preferred Stock was converted into 2.1 shares of Common Stock and a warrant to purchase 0.4 shares of Common Stock as $11.00 per share exercisable for five years from the effective time of the merger. Item 4. Purpose of Transaction. The Reporting Person has acquired the Common Stock and the Warrants for investment purposes. The Reporting Person reserves the right to acquire additional Common Stock or to dispose of some or all of the Common Stock beneficially owned by it either in the open market, in privately negotiated transactions or otherwise, or take such other action or actions with respect to the Common Stock as it deems advisable to the extent permitted under applicable federal and state securities law; however, the Reporting Person has no present intention of engaging in any such transaction. Except as set forth above, the Reporting Person has no plans or proposals which relate to or would result in any of the following: (a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer; (c) A sale or transfer of a material amount of assets of the Issuer; Page 4 of 6 Pages (d) Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) Any material change in the present capitalization or dividend policy of the Issuer; (f) Any other material change in the Issuer's business or corporate structure; (g) Changes in the Issuer's articles of incorporation or bylaws or other actions which may impede the acquisition of control of the Issuer by any person; (h) Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) A class of equity of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the 1934 Act; or (j) Any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer. The number of shares of Common Stock issued and outstanding and the percentage calculation resulting therefrom in this Schedule 13-D are based on information contained in the definitive proxy statement of the Issuer dated October 30, 1996. The Reporting Person disclaims responsibility for the accuracy of the number of shares of Common Stock issued and outstanding and the resulting percentage calculations. The Reporting Person beneficially owns 272,299 shares of Common Stock, representing approximately 9.2% of the Common Stock issued and outstanding; 43,556 of such shares are issuable on exercise of currently exercisable warrants. The Reporting Person has sole voting and disposition power with respect to all Common Stock beneficially owned by it. None of the persons listed on Schedule I owns Common Stock. Except as described herein, no transactions in Common Stock were effected during the past 60 days by the Reporting Person. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Not applicable. Item 7. Materials to be Filed as Exhibits. None 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: November 27, 1996 MYLAN LABORATORIES, INC. ___________________________________ By: Title: Page 5 of 6 pages SCHEDULE I The following is a list of the executive officers and directors of the Reporting Person. Unless otherwise indicated, the business address of each executive officer and director is 130 Seventh Street, 1030 Century Bldg., Pittsburgh, PA 15222. Executive Officers -------------------------------- Name Office Held (Principal Occupation) - ------------- --------------------------------------- Milan Puskar Chairman, CEO & President Dana G. Barnett Executive Vice President Louis J. DeBone Vice President - Operations Roger L. Foster Vice President & General Counsel Roderick P. Jackson Senior Vice President Joseph J. Krivulka Vice President Dr. John P. O'Donnell Vice President - Research & Quality Control Robert W. Smiley, Esquire Secretary Doepken Keevican & Weiss, Professional Corporation. 600 Grant Street, USX Tower 37 Floor Pittsburgh, PA 15219 Patricia Sunseri Vice President - Investor and Public Relations C.B. Todd Senior Vice President Directors Name and Principal Occupation Business Address - --------------------------------- ----------------------------- Milan Puskar Chairman of the Board, CEO & President of Mylan Laboratories, Inc. C.B. Todd President of Mylan Pharmaceuticals, Inc. Dana G. Barnett Executive Vice President of Mylan Laboratories, Inc. Laurence S. DeLyn Retail Consultant John C. Gaisford, M.D. Director of Burn Research West Penn Hospital West Penn Hospital Suite 340 Mellon Pavillion Pittsburgh, PA 15224 Page 6 of 6 pages Robert W. Smiley, Esquire Doepken, Keevican & Weiss, . Professional Corporation 600 Grant Street, USX Tower 37th Floor Pittsburgh, PA 15219 -----END PRIVACY-ENHANCED MESSAGE-----