-----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, D0SmgG/e8EQLeSx+aM8XQGmOdv/Sst1IJ49AIar0WrHmnMIaIiqyjZ9Sv9ycwWAf 0OOArSyhy4XDRVaOzjZ4eg== 0000891618-98-005387.txt : 19981221 0000891618-98-005387.hdr.sgml : 19981221 ACCESSION NUMBER: 0000891618-98-005387 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981218 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SEPRAGEN CORP CENTRAL INDEX KEY: 0000794154 STANDARD INDUSTRIAL CLASSIFICATION: TOTALIZING FLUID METERS & COUNTING DEVICES [3824] IRS NUMBER: 680073366 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-54537 FILM NUMBER: 98771534 BUSINESS ADDRESS: STREET 1: 30689 HUNTWOOD DRIVE CITY: HAYWARD STATE: CA ZIP: 94544 BUSINESS PHONE: 5104760760 MAIL ADDRESS: STREET 1: 30689 HUNTWOOD DRIVE CITY: HAYWARD STATE: CA ZIP: 94544 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JANAC K CHARLES CENTRAL INDEX KEY: 0001068987 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 141583080 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: C/O SMART MACHINES INC STREET 2: 651 RIVER OAKS PARKWAY CITY: SAN HOSE STATE: CA ZIP: 95135 BUSINESS PHONE: 4083241234 MAIL ADDRESS: STREET 1: C/O SMART MACHINES INC STREET 2: 651 RIVER OAKS PARKWAY CITY: SAN HOSE STATE: CA ZIP: 95135 SC 13D 1 SCHEDULE 13D 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - -------------------------------------------------------------------------------- SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO SCHEDULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. 1) SEPRAGEN CORPORATION ------------------------------ (Name of Issuer) Class A Common Stock ------------------------------ (Title of Class of Securities) 817316-110 ------------------------------ CUSIP Number Vinit Saxena K. Charles Janac With a copy to: President c/o Smart Machines Inc. Kyle Guse, Esq. Sepragen Corporation 651 River Oaks Parkway Heller Ehrman White & McAuliffe 30689 Huntwood Drive San Jose, CA 95134 2500 Sand Hill Road, Ste. 100 Hayward, CA 94544 (408) 324-1234 Menlo Park, CA 94025 (510) 476-0650 (650) 234-4215
- -------------------------------------------------------------------------------- (Name, address and telephone number of person authorized to receive notices and communications) December 8, 1998 ------------------------------ (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-l(e), 13d-1(f) or 13d-1(g), check the following box: / / Note See Rule 13d-7(b) for other parties to whom copies are to be sent. (Page 1 of 6 Pages) - ------------- 1 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 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). 2 Page 2 of 6 Pages Cusip No.: 817316-110 1) Name of Reporting Persons and S.S. or I.R.S. Identification No. K. CHARLES JANAC Social Security No.: ###-##-#### - -------------------------------------------------------------------------------- 2) Check the Appropriate Box if a Member of a Group* (a) / / -------------------------------------------------------------------- (b) / / -------------------------------------------------------------------- 3) SEC Use Only -------------------------------------------------------------- - -------------------------------------------------------------------------------- 4) Source of Funds: PF - -------------------------------------------------------------------------------- 5) / / Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - -------------------------------------------------------------------------------- 6) Citizenship or Place of Organization: United States of America - -------------------------------------------------------------------------------- 7) Sole Voting Power Number of 1,016,124 shares of Class A Common Stock* Shares ----------------------------------------------------- Beneficially 8) Shared Voting Power Owned by None Each ----------------------------------------------------- Reporting 9) Sole Dispositive Power Person With 1,016,124 shares of Class A Common Stock* ----------------------------------------------------- 10) Shared Dispositive Power None - -------------------------------------------------------------------------------- 11) Aggregate Amount Beneficially Owned by Each Reporting Person: 1,016,124 shares of Class A Common Stock* - -------------------------------------------------------------------------------- 12) / / Check if the Aggregate Amount in Row (11) Excludes Certain Shares - -------------------------------------------------------------------------------- Percent of Class Represented by amount in Row (11): 32% of outstanding shares of Class A Common Stock, including for purposes of calculating such percentage the number of shares issuable to the reporting person. - -------------------------------------------------------------------------------- Type of Reporting Person IN - -------------------------------------------------------------------------------- * Consisting of 781,457 shares of Class A Common Stock issued upon conversion of principal and interest of a secured promissory note and 234,667 shares of Class A Common Stock issuable upon exercise of a warrant. 3 Page 3 of 6 Pages Cusip No.: 817316-110 Item 1. Security and Issuer. This Statement on Schedule 13D (this "Statement") relates to the Class A Common Stock of Sepragen Corporation, a California corporation (the "Issuer"). As of November 13, 1998 (the most recent practicable date), there were 2,155,254 shares of Class A Common Stock issued and outstanding. As of March 31, 1998 (the most recent practicable date), there were approximately 102 holders of record of the Common Stock. The address of the principal executive offices of the Issuer is 30689 Huntwood Ave., Hayward, CA 94544. Item 2. Identity and Background. This Statement is being filed by K. Charles Janac, whose business address is 651 River Oaks Parkway, San Jose, CA 95134. Mr. Janac is the Chief Executive Officer and President of Smart Machines, Inc., a developer of high technology equipment located at 651 River Oaks Parkway, San Jose, CA 95134. Mr. Janac has not, during the last 5 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 law. Mr. Janac is a citizen of the United States of America. Item 3. Source and Amount of Funds or Other Consideration. The source of funds was the personal savings of Mr. Janac. Item 4. Purpose of Transaction. Securities of the Issuer were acquired for investment purposes. Except for the effect of conversion of the Note or exercise of the Warrant (as defined in Item 5), Mr. Janac has no plans or proposals that relate to or would result in: (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 or any of its subsidiaries; (c) A sale or transfer of a material amount of assets of the Issuer or of any of its subsidiaries; 4 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, including but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940; (g) Changes in the Issuer's charter, bylaws or instruments corresponding thereto 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 securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) Any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer. The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by K. Charles Janac is 1,016,124 shares of Class A Common Stock (or 32% of the outstanding shares of Class A Common Stock, including the shares issuable to Mr. Janac for purposes of calculating such percentage) consisting of (i) 781,457 issued upon Mr. Janac's partial conversion of the principal and interest under the Secured Promissory Note issued by the Issuer on August 18, 1998 previously reported in the August 18 Form 13D (the "Note") and (ii) 234,667 shares issuable upon exercise of the Warrant issued to Mr. Janac on August 18, 1998 (the "Warrant"). On December 8, 1998 Mr. Janac exercised his rights under the Note and converted $350,000 of the $550,000 Note plus the $16,308 of accrued interest into Class A common stock. Sepragen Corporation paid off the remainder of the Note in cash. The Warrant is exercisable any time on or before August 18, 2003. The number of shares as to which there is sole power to vote or to direct the vote, and sole power to dispose or to direct the disposition is 1,016,124 shares (or 32% of the outstanding shares). Mr. Janac does not share power to vote or to direct the vote or to dispose or direct the disposition of such shares, except with respect to the effect, if any, of community property laws. There are no transactions by K. Charles Janac in the class of securities reported or that are effected during the past 60 days or since the most recent filing on Schedule 13D. 5 Page 5 of 6 Pages Item 6. Contracts, Arrangements, Understanding or Relationships With Respect to Securities of the Issuer. There are no contracts, arrangements, understandings or relationships between Mr. Janac and any other person with respect to the securities of the Issuer. Item 7. Material to be filed as Exhibits. Exhibits 1 and 2 to Item 7 of Mr. Janac's Schedule D filed August 28, 1998 are hereby incorporated by reference. 6 Page 6 of 6 Pages 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 18, 1998 By: /s/ K. CHARLES JANAC ------------------------------------- K. Charles Janac -----END PRIVACY-ENHANCED MESSAGE-----