-----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, Ubm1Ua69EFXAVAeL2Wtxj1LSZSQG+cVsU0NEu50uTk6lCnaZXGfyq8fdGL6vbeSu l2w/FbxSscWnCEvGpNF6YA== 0000950124-97-006313.txt : 19971203 0000950124-97-006313.hdr.sgml : 19971203 ACCESSION NUMBER: 0000950124-97-006313 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971202 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ATRIX INTERNATIONAL INC CENTRAL INDEX KEY: 0000831532 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-HARDWARE [5072] IRS NUMBER: 411591075 STATE OF INCORPORATION: MN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-41312 FILM NUMBER: 97731084 BUSINESS ADDRESS: STREET 1: 14301 EWING AVE S CITY: BURNSVILLE STATE: MN ZIP: 55306 BUSINESS PHONE: 6128946154 MAIL ADDRESS: STREET 1: 14301 EWING AVENUE SOUTH CITY: BURNSVILLE STATE: MN ZIP: 55306 FORMER COMPANY: FORMER CONFORMED NAME: TIEMPO EQUITIES INC DATE OF NAME CHANGE: 19901018 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MATHWIG JERRY A CENTRAL INDEX KEY: 0001037148 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1640 E 78TH ST CITY: RICHFIELD STATE: MN ZIP: 55402 MAIL ADDRESS: STREET 1: 9031 AVILA CIRCLE CITY: EDEN PRAIRIE STATE: MN ZIP: 55347 SC 13D/A 1 SCHEDULE 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 5) Atrix International, Inc. - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock - ------------------------------------------------------------------------------- (Title or Class of Securities) 04962P102 - ------------------------------------------------------------------------------- (CUSIP Number) Jerry E. Mathwig, 9031 Avila Cove, Eden Prairie, MN 55347, (612) 934-3702 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 2, 1997 - ------------------------------------------------------------------------------- (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 [ ]. (A fee is not required only if the reporting person; (1) has a previous statement on the 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 proved in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purposes 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). 2 Page 2 of 4 CUSIP No. 450707 10 10 4 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Jerry E. Mathwig 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 ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA 7 SOLE VOTING POWER 742,000 NUMBER OF SHARES 8 SHARED VOTING POWER 0 BENEFICIALLY OWNED BY 9 SOLE DISPOSITIVE POWER 742,000 EACH REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 742,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] N/A 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (1) 13.13% 14 TYPE OF REPORTING PERSON IN ITEM 1. SECURITY AND ISSUER This statement relates to the common stock of Atrix International, Inc. The principal executive office of the issuer is located at 14301 Ewing Avenue South, Burnsville, MN 55306. ITEM 2. IDENTITY AND BACKGROUND Jerry E. Mathwig 9031 Avila Cove, Eden Prairie, MN 55347 The occupation of the reporting person and name and principal business address of his employer is: President, Metro Sales, Inc. 1640 East 78th Street Richfield, MN 55423 Sales and service of photocopiers and facsimile machines During the last five years, such person has not been convicted in a criminal proceeding. 3 Page 3 of 4 During the last five years, such person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and was not or is not 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. Citizenship: United States ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Personal funds. ITEM 4. PURPOSE OF TRANSACTION The acquisition of the issuer's securities was for investment. However, the undersigned believes that certain changes in the issuer's business and/or management could improve its financial performance. Accordingly, the undersigned may seek to influence management of the issuer in this regard and may seek election of himself or others endorsed by him to the issuer's board of directors. The undersigned contemplates no other plans or proposals described in items 4(a) through 4(j) of this Schedule. The undersigned may acquire, but has no commitment or current intent to acquire, additional securities of the issuer. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER Jerry E. Mathwig, 742,000 shares, common stock, 13.13% of the issuer's outstanding common stock as reported on the issuer's Form 10-QSB for the quarter ended September 30, 1997, including 30,000 shares owned by the undersigned's spouse, Karen A. Mathwig (same address), over which the undersigned has sole voting and investment power. Transactions in the securities of Atrix International, Inc. by the undersigned from the date of first acquisition reported on Schedule 13D filed with the Commission on April 4, 1997. Such restatement is intended to correct prior inadvertent omission of acquisitions of shares on the dates indicated by asterisk (*): Date No. Shares Price Per Share ---- ---------- --------------- 2/6/97 100,000 $.535 2/10/97 27,500 .535 3/6/97 100,000 .75 3/24/97 52,500 .71 5/20/97* 20,000 .5825 8/27/87 10,000 .52 8/27/97 10,000 .52 9/11/97 30,000 .52 9/15/97 30,000 .52 10/6/97 20,000 .52 10/10/97* 10,000 .6875 10/16/97 50,000 .52 10/21/97 25,000 .52 10/26/97* 10,000 .5625 10/29/97 40,000 .52 11/3/97 40,000 .52 11/7/97 5,000 .5157 11/7/97 5,000 .50 11/11/97 30,000 .6356 11/11/97 20,000 .58 11/11/97 12,000 .52 11/12/97 24,000 .71875 11/12/97 6,000 .6875 11/17/97 20,000 .6684 11/19/97 25,000 .52 11/21/97 20,000 .52 4 Page 4 of 4 All shares were bought by the undersigned in the open market through one or more of the following broker-dealers: Tuschner & Company, Inc.; R,J.Steichen & Company; and Fidelity Investments. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO THE SECURITIES OF THE ISSUER None, except as described above with respect to shares in the name of the reporting person's spouse. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Not Applicable. SIGNATURE After reasonable inquiry and to the best knowledge and belief of the undersigned, the information set forth in this statement is true, complete and correct. Date December 2, 1997 /s/ Jerry E. Mathwig ------------------- --------------------- Signature Jerry E. Mathwig Name/Title The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by this authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement; provided, however, that a power of attorney of this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----