-----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, VZP1b1yUWe3rFrWD9dDTCF/0FOteOERb+rln9omYZBSRTRLAVSQqGqpiBOSn33aq Af29+9RL/k1fPOk3PxDHvQ== 0000889812-98-000977.txt : 19980420 0000889812-98-000977.hdr.sgml : 19980420 ACCESSION NUMBER: 0000889812-98-000977 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980417 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ESCALON MEDICAL CORP CENTRAL INDEX KEY: 0000862668 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 330272839 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-43154 FILM NUMBER: 98595937 BUSINESS ADDRESS: STREET 1: 351 EAST CONESTOGA ROAD STREET 2: PLZ LEVEL CITY: WAYNE STATE: PA ZIP: 19087 BUSINESS PHONE: 6106886830 MAIL ADDRESS: STREET 1: 351 EAST CONESTOGA ROAD CITY: WAYNE STATE: PA ZIP: 19087 FORMER COMPANY: FORMER CONFORMED NAME: INTELLIGENT SURGICAL LASERS INC DATE OF NAME CHANGE: 19930328 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COMBINATION INC CENTRAL INDEX KEY: 0001059923 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ARAWAK BOUSE STREET 2: BOX 106 CITY: GRAND TURK STATE: F7 ZIP: 00000 BUSINESS PHONE: 00000 SC 13G 1 STATEMENT OF BENEFICIAL OWNERSHIP SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. __) ESCALON MEDICAL CORP. (Name of Issuer) Common Stock, No Par Value (Title of Class of Securities) 296074305 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [ ] Rule 13d-1(d) CUSIP No. 296074305 SCHEDULE 13G 1. Name of Reporting Person Combination, Inc. I.R.S. Identification No. of Above Person (entities only) N/A 2. Check the Appropriate Box if a Member of a Group (a) / / (b) / / 3. SEC Use Only 4. Citizenship or Place of Organization Turks & Caicos Island Number of Shares 5. Sole Voting Power 903,614 Beneficially 6. Shared Voting Power Owned by Each N/A Reporting Person 7. Sole Dispositive Power 903,614 With 8. Shared Dispositive Power N/A 9. Aggregate Amount Beneficially Owned by Each Reporting Person 903,614 10. Check if the Aggregate Amount in Row 9 Excludes Certain Shares / / 11. Percent of Class Represented by Amount in Row 9 25.5% - See Note A attached 12. Type of Reporting Person Co ITEM 1 (a) NAME OF ISSUER ESCALON MEDICAL CORP. (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES 351 East Conestoga Road Wayne, Pennsylvania 19087 ITEM 2 (a) NAME OF PERSON FILING COMBINATION, INC. (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE Arawak House Box 106 Grand Turk Turks & Caicos Island BWI (c) CITIZENSHIP BWI (d) TITLE OF CLASS OF SECURITIES Common Stock, No Par Value (e) CUSIP NUMBER 296074305 ITEM 3 If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person is a: (a) [ ] Broker or dealer registered under section 15 of the Act (b) [ ] Bank as defined in section 3(a)(6) of the Act (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F) (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G) (h) [ ] A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J) If this statement is filed pursuant to Rule 13d-1(c), check this box [X] ITEM 4 OWNERSHIP (a) Amount beneficially owned: 903,614 - See Note A attached (b) Percent of class: 25.5% - See Note A attached (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 903,614 - See Note A attached (ii) Shared power to vote or to direct the vote: (iii) Sole power to dispose or to direct the disposition of: 903,614 - See Note A attached (iv) Share power to dispose or to direct the disposition of: ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ] ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON N/A ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP ITEM 9 NOTICE OF DISSOLUTION OF GROUP ITEM 10 CERTIFICATION By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. April 16, 1998 -------------------------------- (Date) /s/ -------------------------------- (Signature) David Freund, President -------------------------------- (Name/Title) NOTE A: Combination, Inc. is filing this Form 13-G at the express direction of the Commission's staff. The number of shares set forth herein is based on an average closing bid price of $1.80 less the applicable conversion percentage. Said price reflects the closing bid price for the five trading days ending on April 15, 1998. Pursuant to Paragraph 4(i) of that certain Securities Purchase Agreement dated as of December 31, 1997 between Combination, Inc. and the Company, Combination will not, at any time, be the holder of in excess of 4.99% of the outstanding shares of common stock of the Company (other than common stock which may be deemed beneficially owned through the ownership of the unconverted portion of Preferred Stock). Said Securities Purchase Agreement is filed as Exhibit 4.2 to the Registration Statement on Form S-3 filed by the Company on January 20, 1998. See also BankBoston Capital Corp. (No action letter available August 10, 1987). -----END PRIVACY-ENHANCED MESSAGE-----