-----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, PZm9muhRBiUIIhOVtSratrOniMKmQkLLlxtE12+VQbn3+osTP9cCDypQJn7BjS4Z TY21auba4+vugm5Km0aHSA== 0000054507-99-000066.txt : 19991101 0000054507-99-000066.hdr.sgml : 19991101 ACCESSION NUMBER: 0000054507-99-000066 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991029 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RESPONSE USA INC CENTRAL INDEX KEY: 0000889087 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 223088639 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-50943 FILM NUMBER: 99736796 BUSINESS ADDRESS: STREET 1: 3 EXECUTIVE CAMPUS STREET 2: 2ND FLOOR SOUTH CITY: CHERRY HILL STATE: NJ ZIP: 08002 BUSINESS PHONE: 8566610700 MAIL ADDRESS: STREET 1: 3 EXECUTIVE CAMPUS STREET 2: 2ND FLOOR SOUTH CITY: CHERRY HILL STATE: NJ ZIP: 08002 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WESTERN RESOURCES INC /KS CENTRAL INDEX KEY: 0000054507 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 480290150 STATE OF INCORPORATION: KS FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 818 KANSAS AVE CITY: TOPEKA STATE: KS ZIP: 66612 BUSINESS PHONE: 9135756300 FORMER COMPANY: FORMER CONFORMED NAME: KANSAS POWER & LIGHT CO DATE OF NAME CHANGE: 19920507 SC 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. 3 RESPONSE USA, INC. ---------------------- (Name of Issuer) Common Stock, Par Value $.008 Per Share ------------------------------------------------------ (Title of Class of Securities) 761235 50 6 ---------------------- (CUSIP Number) Richard D. Terrill Executive Vice President, General Counsel and Corporate Secretary Western Resources, Inc. 818 South Kansas Avenue Topeka, Kansas 66612 (785)575-6322 - ------------------------------------------------------------------------------ (Name, Address, and Telephone Number of Person Authorized to Receive Notices and Communications) October 22, 1999 - -------------------------------------------------------------------------- (Date of Event which Requires Filing of This Statement) If the filing person has previously filed a statement of Schedule 13G to report the acquisitions 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 |_|. CUSIP NO. 761235 50 6 1. NAME OF REPORTING PERSON Western Resources, Inc. S.S. OR I.R.S. IDENTIFICATION NO. 48-0290150 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF (A) |_| A GROUP (B) | | 3. SEC USE ONLY 4. SOURCE OF FUNDS n/a 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |_| 6. CITIZENSHIP OR PLACE OF ORGANIZATION State of Kansas NUMBER OF SHARES BENEFICIALLY OWNED BY EACH PERSON WITH: 7. SOLE VOTING POWER 0 8. SHARED VOTING POWER 561,142 9. SOLE DISPOSITIVE POWER 0 10. SHARED DISPOSITIVE POWER 561,142 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 561,142 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_| 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.85% 14. TYPE OF REPORTING PERSON CO CUSIP NO. 761235 50 6 1. NAME OF REPORTING PERSON Westar Capital, Inc. S.S. OR I.R.S. IDENTIFICATION NO. 48-1092416 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF (A) |_| A GROUP (B) | | 3. SEC USE ONLY 4. SOURCE OF FUNDS n/a 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |_| 6. CITIZENSHIP OR PLACE OF ORGANIZATION State of Kansas NUMBER OF SHARES BENEFICIALLY OWNED BY EACH PERSON WITH: 7. SOLE VOTING POWER 0 8. SHARED VOTING POWER 561,142 9. SOLE DISPOSITIVE POWER 0 10. SHARED DISPOSITIVE POWER 561,142 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 561,142 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_| 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.85% 14. TYPE OF REPORTING PERSON CO CUSIP NO. 761235 50 6 1. NAME OF REPORTING PERSON Protection One, Inc. S.S. OR I.R.S. IDENTIFICATION NO. 93-1063818 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF (A) |_| A GROUP (B) | | 3. SEC USE ONLY 4. SOURCE OF FUNDS n/a 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |_| 6. CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH PERSON WITH: 7. SOLE VOTING POWER 0 8. SHARED VOTING POWER 561,142 9. SOLE DISPOSITIVE POWER 0 10. SHARED DISPOSITIVE POWER 561,142 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 561,142 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_| 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.85% 14. TYPE OF REPORTING PERSON CO CUSIP NO. 761235 50 6 1. NAME OF REPORTING PERSON Protection One Investments, Inc. S.S. OR I.R.S. IDENTIFICATION NO. 95-471-6134 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF (A) |_| A GROUP (B) | | 3. SEC USE ONLY 4. SOURCE OF FUNDS n/a 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |_| 6. CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH PERSON WITH: 7. SOLE VOTING POWER 0 8. SHARED VOTING POWER 561,142 9. SOLE DISPOSITIVE POWER 0 10. SHARED DISPOSITIVE POWER 561,142 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 561,142 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_| 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.85% 14. TYPE OF REPORTING PERSON CO Item 1. Security and Issuer. This statement on Schedule 13D ("Statement") relates to the Common Stock par value $.008 per share ("Common Stock"), of Response USA, Inc., a Delaware corporation (the "Issuer"). The principal executive offices of the issuer are located at 11-H Princess Road, Lawrenceville, New Jersey 08648. Item 2. Identity and Background. No material change. Item 3. Source and Amount of Funds or Other Consideration. Not applicable. Item 4. Purpose of Transaction. The Reporting Persons sold 94,900 shares of Common Stock of Issuer between the period of October 21, 1999 and October 22, 1999. Item 5. Interest in Securities of Issuer. Based upon the Issuer's annual report for its fiscal year ended June 30, 1999 filed on Form 10-KSB with the Securities and Exchange Commission on October 13, 1999, the Issuer had a total of 7,147,731 (seven million one hundred forty seven thousand seven hundred thirty one) shares of Common Stock outstanding as of October 12,1999. As a result of the disposition of stock by the Reporting Persons between October 21, 1999 and October 22, 1999, the Reporting Persons beneficially own 561,142 (five hundred sixty one thousand one hundred forty two) shares, constituting 7.85% of the Issuer's total outstanding Common Stock. The Reporting Persons have shared power to vote and shared power to dispose of the 561,142 shares of Common Stock. Shares of Common Stock disposed of in the past sixty days are listed below: Shares Sold Price Per Share Date of Sale 10,000 $1.125 10/21/99 84,900 $1.125 10/22/99 Except as set forth in this Statement, neither the Reporting Persons, nor, to the best of the Reporting Persons' knowledge, any executive officer or director of the Reporting Persons beneficially owns any Common Stock or has engaged in any transaction in any such shares during the sixty day period immediately preceding the date hereof. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. No contracts exist with respect to the securities of the Issuer. Item 7. Materials to be Filed as Exhibits. Exhibit A: Joint Filing Agreement dated October 28, 1999 among Protection One, Investments, Inc., Protection One, Inc., Westar Capital, Inc., and Western Resources, Inc. 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. WESTERN RESOURCES, INC. By: /s/ Richard D. Terrill Richard D. Terrill Executive Vice President, General Counsel and Corporate Secretary 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. WESTAR CAPITAL, INC. By: /s/ Cynthia S. Couch Cynthia S. Couch Secretary and Treasurer 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. PROTECTION ONE, INC. By: /s/ Anthony D. Somma Anthony D. Somma Chief Financial Officer, Secretary and Treasurer 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. PROTECTION ONE INVESTMENTS, INC. By: /s/ Anthony D. Somma Anthony D. Somma Secretary and Treasurer Dated: October 28, 1999 EXHIBIT A Joint Filing Agreement In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, par value $.008 per share, of Response USA, Inc., a Delaware corporation, and further agree that this Joint Filing Agreement be included as an exhibit to such joint filing. IN WITNESS WHEREOF, the undersigned have executed this Joint Filing Agreement as of the 28th day of October, 1999. WESTERN RESOURCES, INC. By: /s/ Richard D. Terrill Date: October 28, 1999 Richard D. Terrill Executive Vice President, General Counsel and Corporate Secretary WESTAR CAPITAL, INC. By: /s/ Cynthia S. Couch Date: October 28, 1999 Cynthia S. Couch Secretary and Treasurer PROTECTION ONE, INC. By: /s/ Anthony D. Somma Date: October 28, 1999 Anthony D. Somma Chief Financial Officer, Secretary and Treasurer PROTECTION ONE INVESTMENTS, INC. By: /s/ Anthony D. Somma Date: October 28, 1999 Anthony D. Somma Secretary and Treasurer -----END PRIVACY-ENHANCED MESSAGE-----