-----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, OVqhRecrmJnp+LJEq39RUGscBowYjkk6kNw2uzphYmqmFUHM9p4T57fDdmdAKIU5 CCv7Dnfak+jGoPnBGXHKuA== 0000950148-96-002842.txt : 19961206 0000950148-96-002842.hdr.sgml : 19961206 ACCESSION NUMBER: 0000950148-96-002842 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961205 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: POLLUTION RESEARCH & CONTROL CORP /CA/ CENTRAL INDEX KEY: 0000763950 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 952746949 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-41131 FILM NUMBER: 96675980 BUSINESS ADDRESS: STREET 1: 506 PAULA AVENUE CITY: GLENDALE STATE: CA ZIP: 91201 BUSINESS PHONE: 8182477601 MAIL ADDRESS: STREET 1: 506 PAULA AVE CITY: GLENDALE STATE: CA ZIP: 91201 FORMER COMPANY: FORMER CONFORMED NAME: DASIBI ENVIRONMENTAL CORP DATE OF NAME CHANGE: 19900529 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SULLIVAN NEIL C CENTRAL INDEX KEY: 0001025892 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 1901 AVENUE OF THE STARS SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90067-6021 BUSINESS PHONE: 3105515261 SC 13D 1 SCHEDULE 13D 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ___)* POLLUTION RESEARCH AND CONTROL CORP. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 731-547-105 (CUSIP Number) NEIL C. SULLIVAN 1901 AVENUE OF THE STARS, SUITE 2000, LOS ANGELES, CA 90067 310-551-5261 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) SEPTEMBER 23, 1996 (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 /X/. (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.) 2 Cusip No. 731-547-105 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Neil C. Sullivan 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP. (a) / / (b) / / 3. SEC USE ONLY 4. SOURCE OF FUNDS PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) / / 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF 7. SOLE VOTING POWER 608,620 SHARES BENEFICIALLY 8. SHARED VOTING POWER -0- OWNED BY EACH REPORTING 9. SOLE DISPOSITIVE POWER 608,620 PERSON WITH 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 608,620 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) INCLUDES CERTAIN SHARES / / 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.90% 14. TYPE OF REPORTING PERSON IN 2 3 Item 1. Security and Issuer. The class of equity securities to which this statement relates is shares of Common Stock, no par value, of Pollution Research and Control Corp., a California corporation (the "Company"), whose principal executive offices are located at 506 Paula Avenue, Glendale, California 91201. Item 2. Identity and Background. (a) Name: Neil C. Sullivan (b) Business address: 1901 Avenue of the Stars Suite 2000 Los Angeles, CA 90067 (c) Principal occupation: Investor relations (d) The undersigned has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) The undersigned has not, during the last five years, been 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. (f) Citizenship: U.S.A. Item 3. Source and Amount of Funds or Other Consideration. Mr. Sullivan utilized personal funds for the purchases described in Item 5(c). Item 4. Purpose of Transaction. Mr. Sullivan acquired the Company's securities for investment purposes. Mr. Sullivan does not have any plans to engage in any of the activities described in Item 4 of Schedule 13D. 3 4 Item 5. Interest in Securities of the Issuer. (a) Mr. Sullivan is the beneficial owner of 608,620 shares of the Company's common stock (including 300,000 shares which may be acquired upon the exercise of presently exercisable warrants), representing 6.90% of the outstanding shares of Common Stock of the Company, based on 8,524,565 shares outstanding on October 4, 1996, as advised by the Company. (b) Mr. Sullivan has the sole power to vote or to direct the vote and sole power to dispose or to direct the disposition of such shares. (c) On September 23, 1996, Mr. Sullivan purchased from the Company 350,000 shares of Common Stock and warrants to purchase 300,000 shares of Common Stock for an aggregate price of $300,000. The warrants are exercisable until September 20, 1999 at a price of $1.50 per share. Schedule A hereto, which is hereby incorporated herein by reference, sets forth all other transactions in the Company's common stock during the past 60 days by Mr. Sullivan, which transactions were effected on the over-the-counter market. (d) No other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. None. Item 7. Material 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. Dated: December 3, 1996 /s/ Neil C. Sullivan -------------------- Neil C. Sullivan 4 5 SCHEDULE A SHARES SOLD IN PRIOR 60 DAYS:
1996 Number of Date Shares Price ---- --------- ----- 10/01 10,000 1 3/8 10/01 10,000 1 9/32 10/02 5,000 1 11/32 10/03 5,000 1 11/32 10/03 5,000 1 1/4 10/07 5,000 1 5/16 10/08 5,000 1 1/4 10/09 15,000 1 1/4 10/10 1,500 1 1/4 10/11 1,000 1 1/4 10/16 2,500 1 3/16 10/16 5,000 1 3/16 10/17 10,000 1 1/8 10/18 18,880 1 5/32 10/18 5,000 1 1/8 10/21 5,000 1 10/22 3,000 1 3/32 10/23 1,000 1 3/32 10/24 4,000 1 5/32 10/24 5,000 1 3/16 SHARES PURCHASED IN PRIOR 60 DAYS 10/04 5,000 $ 1 5/16 11/05 10,000 1 9/32 11/05 10,000 1 7/32 11/07 6,000 1 3/8 11/08 6,500 1 9/32 11/14 10,000 1 3/32 11/15 10,000 1 1/16 11/15 13,000 1 3/32 11/20 1,000 1 11/21 9,000 1
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