0000916002-01-500106.txt : 20011010
0000916002-01-500106.hdr.sgml : 20011010
ACCESSION NUMBER: 0000916002-01-500106
CONFORMED SUBMISSION TYPE: SC 13D
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20011009
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: BOND PURCHASE LLC
CENTRAL INDEX KEY: 0001058983
STANDARD INDUSTRIAL CLASSIFICATION: []
IRS NUMBER: 431722871
STATE OF INCORPORATION: MO
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D
BUSINESS ADDRESS:
STREET 1: 1100 MAIN
STREET 2: SUITE 2100
CITY: KANSAS CITY
STATE: MO
ZIP: 64105
BUSINESS PHONE: 8164214670
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: CHAD THERAPEUTICS INC
CENTRAL INDEX KEY: 0000713492
STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842]
IRS NUMBER: 953792700
STATE OF INCORPORATION: CA
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: SC 13D
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-36624
FILM NUMBER: 1753766
BUSINESS ADDRESS:
STREET 1: 21622 PLUMMER STREET
CITY: CHATSWORTH
STATE: CA
ZIP: 91311
BUSINESS PHONE: 8188820883
MAIL ADDRESS:
STREET 1: 21622 PLUMMER STREET
CITY: CHATSWORTH
STATE: CA
ZIP: 91311
SC 13D
1
sched13d.txt
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
Under the Securities Exchange Act of 1934
(Amendment No. __)*
CHAD THERAPEUTICS, INC.
(Name of Issuer)
Common Stock, $.01 Par Value
(Title of Class of Securities)
157228107
(CUSIP Number)
Scott M. Herpich, Lathrop & Gage L.C., 2345 Grand Blvd., Suite 2400,
Kansas City, MO 64108, (816) 292-2900
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
9/28/01
(Date of Event Which Requires Filing of This Statement)
If the reporting 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. [__]
Note: Schedules filed in paper format shall include a signed original and five
copies of this schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 8 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 the
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).
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Bond Purchase, L.L.C.
43-1727861
(2) Check the Appropriate Box (a) ____________________
if a Member of a Group (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
Missouri
Number of shares (7) Sole Voting Power
beneficially owned None
by each reporting
person with: (8) Shared Voting Power
5,543
(9) Sole Dispositive Power
None
(10) Shared Dispositive Power
5,543
(11) Aggregate Amount Beneficially Owned By Each Reporting Person
5,543
(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[__]
(13) Percent of Class Represented by Amount in Row (11)
.006%
(14) Type of Reporting Person
OO
2
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
David L. Johnson
###-##-####
(2) Check the Appropriate Box (a) ____________________
if a Member of a Group* (b) ____________________
(3) SEC Use Only
(4) Source of funds
PF**
(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
Number of shares (7) Sole Voting Power
beneficially owned 100,000
by each reporting
person with: (8) Shared Voting Power
412,543
(9) Sole Dispositive Power
100,000
(10) Shared Dispositive Power
412,543
(11) Aggregate Amount Beneficially Owned By Each Reporting Person
512,543
(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
---------
(13) Percent of Class Represented by Amount in Row (11)
5.1%
(14) Type of Reporting Person*
IN
* See Instructions before Filling Out!
** A portion of the funds were obtained by purchasing on a margin account.
3
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Sandra L. Castetter
###-##-####
(2) Check the Appropriate Box (a) ____________________
if a Member of a Group* (b) ____________________
(3) SEC Use Only
(4) Source of funds
PF**
(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
Number of shares (7) Sole Voting Power
beneficially owned None
by each reporting
person with: (8) Shared Voting Power
407,000
(9) Sole Dispositive Power
None
(10) Shared Dispositive Power
407,000
(11) Aggregate Amount Beneficially Owned By Each Reporting Person
407,000
(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
---------
(13) Percent of Class Represented by Amount in Row (11)
4.0%
(14) Type of Reporting Person*
IN
* See Instructions before Filling Out!
** A portion of the funds was obtained by purchasing on a margin account.
4
Item 1. Security and Issuer.
This Schedule 13D relates to the common stock, par value $.01 per share
(the "Securities"), of Chad Therapeutics, Inc., a California corporation (the
"Company"), whose principal executive offices are located at 21622 Plummer
Street, Chatsworth, California 91311.
Item 2. Identity and Background.
This report is filed by Bond Purchase, L.L.C. Inc. ("Bond Purchase") David
L. Johnson, ("Mr. Johnson") and Sandra L. Castetter ("Ms. Castetter")
(collectively, the "Reporting Persons").
Bond Purchase is a Missouri limited liability company with a principal
office and business address of 104 Armour Road, North Kansas City, Missouri
64116, whose principal business is managing and investing in real estate limited
partnerships. .
Since November 1999, Mr. Johnson, age 45, has served as Chairman, Chief
Executive Officer and a trustee of Maxus Realty Trust, Inc. ("MRTI"), a Missouri
real estate investment trust located at 104 Armour Road, North Kansas City,
Missouri 64116 that holds commercial real estate properties and is listed on
NASDAQ. In addition, Mr. Johnson has also served as the Vice President of Maxus
Capital Corp., a Missouri corporation that serves as general partner of Maxus
Real Property Investors-Four, L.P., a real estate limited partnership that is a
reporting company under the Securities Exchange Act of 1934, as amended, since
November 1999. Mr. Johnson is Chairman, Chief Executive Officer and a majority
shareholder of Maxus Properties, Inc. ("Maxus"), a Missouri corporation that
specializes in commercial property management for affiliated owners. Mr. Johnson
is also Vice President of KelCor, Inc. ("KelCor"), a Missouri corporation that
specializes in the acquisition of commercial real estate. Mr. Johnson has served
such positions for KelCor and Maxus for more than five years.
Ms. Castetter is a citizen of the United States whose address is 104 Armour
Road, North Kansas City, Missouri 64116. Ms. Castetter is the spouse of Mr.
Johnson.
During the past five years, neither of the Reporting Persons has been (i)
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which he or she 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.
The total amount of funds used by the Reporting Persons to acquire the
75,100 shares of the Securities reported in Item 5(c) was $324,245. 407,000
shares were acquired jointly by Mr. Johnson and Ms. Castetter in a joint margin
account. 100,000 shares were acquired by Mr. Johnson on a margin account. 5,543
units were acquired by Bond Purchase with the use of funds from its working
capital.
5
Item 4. Purpose of Transaction.
The Reporting Persons have acquired the shares for investment purposes and
to attempt to obtain a position on the board of directors. However, the
Reporting Persons do not currently have any plans to attempt to affect any other
change with respect to the Company, but this may change in the future. Depending
on the market price of the shares, the Reporting Persons intend to acquire
additional shares in the future.
Item 5. Interest in the Securities of Issuer.
(a) The aggregate number and percentage of the Securities to which this
Schedule 13D relates is 512,543 shares, representing 5.1% of the 10,052,000
outstanding shares.
Bond Purchase is the direct beneficial owner of 5,543 shares of the
Securities, representing approximately .006% of the outstanding shares.
Mr. Johnson is the direct beneficial owner of 100,000 shares of the
Securities that are solely owned by him, representing approximately 1.0% of the
oustanding shares. Mr. Johnson is the direct beneficial owner of 407,000 shares
of the Securities that are jointly owned by Mr. Johnson and Ms. Castetter,
representing approximately 4.0% of the oustanding shares. In addition, because
Mr. Johnson is the majority equity interest holder and a member of Bond
Purchase, Mr. Johnson may be deemed to be a beneficial owner of the 5,543 shares
held by Bond Purchase, representing .006% of the outstanding shares.
Ms. Castetter is the direct beneficial owner of 407,000 shares of the
Securities that are jointly owned by Mr. Johnson and Ms. Castetter, representing
approximately 4.0% of the outstanding shares.
(b) Bond Purhcase has the direct power to vote and direct the disposition
of the 5,543 shares held by it. By virtue of Mr. Johnson being the majority
equity interest holder and a member of Bond Purhcase, Mr. Johnson may be deemed
to share the indirect power to vote and direct the disposition of the units held
by Bond Purchase.
Mr. Johnson has the direct power to vote and direct the disposition of the
100,000 shares held by him. Mr. Johnson has, in concert with Ms. Castetter, the
direct power to vote and direct the disposition of the 407,000 shares held by
Mr. Johnson and Ms. Castetter jointly. Mr. Johnson is the majority equity holder
of Bond Purchase, the holder of 5,543 shares, and may be deemed to share the
indirect power to vote and direct the disposition of Bond Purchase's 5,543
shares.
Ms. Castetter has, in concert with Mr. Johnson, the direct power to vote
and direct the disposition of the 407,000 shares held by Ms. Castetter and Mr.
Johnson jointly.
(c) Annex A sets forth the number of shares of the Securities purchased by
the Reporting Persons during the past sixty (60) days through a broker on the
open market.
(d) No other person is known to have the right to receive or the power to
direct receipt of dividends from, or the proceeds from the sale of, the
Securities other than the Reporting Persons identified herein.
6
(e) Not applicable.
Item 6. Contracts, Arrangements, Understanding or Relationships with Respect to
Securities of the Issuer.
The Reporting Persons do not have any contract, arrangement, understanding
or relationship (legal or otherwise) with any person with respect to the
Securities, including, but not limited to, transfer or voting of any such
Securities, finder's fees, joint ventures, loans or option arrangements, puts or
calls, guarantees of profits, division of profits or losses, or the giving or
withholding of proxies.
Item 7. Exhibits.
99.1 Joint Filing Agreement
SIGNATURES
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.
BOND PURCHASE, L.L.C.,
a Missouri limited liability company
By: /s/ David L. Johnson Date: October 8th, 2001
Name: David L. Johnson
Title: Member
/s/ David L. Johnson Date: October 8th, 2001
David L. Johnson
/s/ Sandra L. Castetter Date: October 8th, 2001
Sandra L. Castetter
7
EXHIBIT INDEX
99.1 Joint Filing Agreement
8
Annex A
CHAD THERAPEUTICS, INC PURCHASES
DAVID L. JOHNSON
DATE QUANTITY PRICE PER UNIT
---- -------- --------------
August
8/01/01 1,800 $2.82
1,000 $2.82
100 $2.82
8/13/01 1,500 $2.72
300 $2.72
8/16/01 300 $2.85
200 $2.94
8/17/01 700 $2.90
500 $2.83
8/20/01 300 $3.00
300 $3.00
800 $3.00
600 $3.00
100 $2.81
8/21/01 800 $3.02
8/22/01 2,000 $3.02
8/29/01 500 $2.93
200 $2.93
5,000 $2.93
-----
Sub Total 17,000
September
9/06/01 1,000 $3.05
2,100 $3.05
9/24/01 2,400 $3.02
2,200 $3.02
9/26/01 5,000 $3.03
5,000 $3.03
-----
Sub Total 17,700
Grand Total 34,700
A-1
DAVID L. JOHNSON & SANDRA CASTETTER JT. TEN.
DATE QUANTITY PRICE PER UNIT
---- -------- --------------
August
8/02/01 5,000 $2.62
8/06/01 13,000 $2.90
------
Sub Total 18,000
September
9/18/01 5,000 $2.95
9/21/01 5,000 $2.85
9/26/01 5,000 $3.02
9/27/01 5,000 $3.00
5,000 $3.00
5,000 $3.00
5,000 $3.00
5,000 $3.00
9/28/01 5,000 $3.00
2,100 $3.00
5,000 $3.00
5,000 $3.00
-----
Sub Total 57,100
Grand Total 75,100
A-2
BOND PURCHASE, L.L.C.
DATE QUANTITY PRICE PER UNIT
---- -------- --------------
July
7/31/01 1700 $3.03
----
Sub Total 1700
August
8/01/01 700 $3.12
1300 $3.03
800 $3.14
8/02/01 40 $1.89
8/08/01 203 $1.89
----
Sub Total 3043
September
9/07/01 300 $3.05
---
Sub Total 300
Grand Total 5,043
A-3
Exhibit 99.1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f)(1) under the Securities Exchange Act of
1934, the persons named below hereby agree to the joint filing on behalf of each
of them of a statement on Schedule 13D (including any amendments thereto) with
respect to the shares to the limited partner units of Chad Therapeutics, Inc.
beneficially owned by each of them and further agree that this Joint Filing
Agreement be included as an exhibit to such joint filings. This Agreement may be
executed in any number of counterparts all of which taken together shall
constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing
Agreement as of the 8th day of October, 2001.
BOND PURCHASE, L.L.C.,
a Missouri limited liability company
By: /s/ David L. Johnson
David L. Johnson
Member
/s/ David L. Johnson
David L. Johnson
/s/ Sandra L. Castetter
Sandra L. Castetter