<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
HELP AT HOME, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
Warrants to Purchase
Common Stock, $0.02 par value
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(Title of Class of Securities)
422913111
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(CUSIP Number)
Thomas A. Huser, Esq.
Quadrant Management, Inc.
127 East 73rd Street
New York, New York 10021
(212) 439-9292
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 27, 1997
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(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 this statement |_| .
(Continued on following page(s))
Page 1 of 12 Pages
Exhibit Index Appears on Page 5
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CUSIP NO. 422913111 13D Page 2 of 12 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Herbard Limited (no Fed. I.D. No.)
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2 CHECK THE APPROPRIATE BOX IF A MEMBER (a) |_|
OF A GROUP (b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS |_|
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION British Virgin
Islands
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NUMBER 7 SOLE VOTING POWER 167,000 Warrants
OF -----------------------------------------------------
WARRANTS
BENEFICIALLY 8 SHARED VOTING POWER None
OWNED -----------------------------------------------------
BY
EACH 9 SOLE DISPOSITIVE POWER 167,000 Warrants
REPORTING -----------------------------------------------------
PERSON
WITH 10 SHARED DISPOSITIVE POWER None
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 167,000 Warrants
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES |_|
CERTAIN SHARES
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.2%
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14 TYPE OF REPORTING PERSON CO
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CUSIP NO. 422913111 13D Page 3 of 12 Pages
Item 1. Security and Issuer.
This Statement on Schedule 13D (the "Amendment"), filed with respect to
events that occurred on June 27, 1997, relates to Warrants to purchase shares of
Common Stock, par value $0.02 per share, of Help at Home, Inc., a Delaware
corporation (the "Warrants" "Common Stock" and the "Issuer", respectively),
whose principal executive offices are located at 223 W. Jackson, Suite 500,
Chicago, Illinois 60606.
Item 2. Identity and Background.
This Statement is filed by Herbard Limited, a British Virgin Islands
corporation ("Herbard").
Herbard may be deemed to be controlled by the Phyllis Quasha Revocable
Trust. Phyllis G. Quasha, as the settlor of the Trust, may be deemed to control
the Trust. Based upon the foregoing considerations, for purposes of General
Instruction C to Schedule 13D, the Phyllis Quasha Revocable Trust and Phyllis G.
Quasha (collectively, the "Instruction C Persons") may be deemed to control
Herbard.
Exhibit A sets forth the name, place of organization, principal
business, address of principal business and address of principal office of
Herbard and each Instruction C Person.
The name, citizenship, business address and present principal
occupation or employment of each executive officer and director of Herbard and
each of the Instruction C Persons, as well as the name, principal business and
address of the corporation or other organization in which such occupation or
employment is conducted, are set forth in Exhibit B.
During the five years prior to the date hereof, neither Herbard nor, to
the best of their knowledge, any of the Instruction C Persons or any executive
officer or director of Herbard or any of the Instruction C Persons, (i) has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction, as a result of which such person
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.
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CUSIP NO. 422913111 13D Page 4 of 12 Pages
Item 3. Source and Amount of Funds or Other Consideration.
The funds for purchase by Herbard of the 467,000 Warrants purchased on
June 27, 1997, an aggregate of $149,440.00, came from the general corporate
funds of Herbard.
Item 4. Purpose of the Transaction.
On June 27, 1997, Herbard purchased 467,000 Warrants in transactions in
the over-the-counter market, as part of its short-term trading and long-term
investment activities and as an accommodation to other smaller investors to whom
300,000 Warrants were sold in transactions in the over-the-counter market on
June 30, 1997, at approximately Herbard's cost.
Item 5. Interest in Securities of the Issuer.
(a)&(b) As of May 2, 1997, the Issuer had a total of 1,638,750 Warrants
and 1,869,375 shares of Common Stock issued and outstanding as disclosed in the
Issuer's Form 10- QSB for the quarterly period ending March 31, 1997.
Pursuant to Rule 13d-3, the Reporting Persons may be deemed to
beneficially own an aggregate of 167,000 Warrants. Pursuant to Rule
13d-3(d)(1)(i), such 167,000 Warrants constitute an aggregate of approximately
8.2% of the outstanding Common Stock.
(c) Other than the transactions described in this Statement, no
transactions in the Warrants of Common Stock have been effected during the past
60 days by Herbard, or, to the best of their knowledge, the Instruction C
Persons or any of the persons named in Exhibit B.
(d) Inapplicable.
(e) Inapplicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with respect to Securities
of the Issuer.
------------------------------------------
Neither Herbard nor, to the best of their knowledge, any executive
officer or director thereof, has any contract, arrangement, understanding or
relationship with one or more security holders of the Issuer or others, with
respect to the purchase, holding, voting or disposition of Warrants or other
securities of the Issuer which are convertible or exercisable into such
Warrants. Each of such persons reserves the right to enter into any such
contract, arrangement, understanding or relationship in the future.
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CUSIP NO. 422913111 13D Page 5 of 12 Pages
Item 7. Material to be Filed as Exhibits. Page
-------------------------------- ----
Exhibit A: Information concerning 7
Reporting Persons and Instruction C Persons.
Exhibit B: Information concerning 10
Reporting Persons' and Instruction C Persons' Officers,
Directors and Others.
Exhibit C: Power of Attorney of 12
Herbard Limited granted to Thomas A. Huser.
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CUSIP NO. 422913111 13D Page 6 of 12 Pages
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Date: July 3, 1997
HERBARD LIMITED
By: /s/ Thomas A. Huser
--------------------
Thomas A. Huser, its
Attorney-in-Fact
<PAGE> 7
EXHIBIT INDEX
Exhibit No. Description
99.A Information concerning Reporting Persons and
Instruction C Persons.
99.B Information concerning Reporting Persons'
and Instruction C Persons' Officers, Directors
and Others.
99.C Power of Attorney of Herbard Limited
granted to Thomas A. Huser.
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CUSIP NO. 422913111 13D Page 7 of 12 Pages
EXHIBIT A
---------
Name: Herbard Limited
Place of Organization: British Virgin Islands
Principal Business: A holding company
Address of Principal Business: P.O. Box 438
Road Town, Tortola
British Virgin Islands
Address of Principal Office: P.O. Box 438
Road Town, Tortola
British Virgin Islands
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CUSIP NO. 422913111 13D Page 8 of 12 Pages
EXHIBIT A
---------
Name: Phyllis Quasha Revocable Trust
Place of Organization: Bermuda
Principal Business: A personal trust
Address of Principal Business: c/o Grosvenor Trust Company Limited
Airlie House
33 Church Street
Hamilton, Bermuda
Address of Principal Office: c/o Grosvenor Trust Company Limited
Airlie House
33 Church Street
Hamilton, Bermuda
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CUSIP NO. 422913111 13D Page 9 of 12 Pages
EXHIBIT A
---------
Name: Phyllis Grant Quasha
Residence Address: Suite 12
Lyford Cay
Nassau, Bahamas
Principal Occupation: Private investor
Citizenship: Australia
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CUSIP NO. 422913111 13D Page 10 of 12 Pages
EXHIBIT B
---------
HERBARD LIMITED
<TABLE>
<CAPTION>
Position
Name with Company Occupation Principal Address
---- ------------ ---------- -----------------
<S> <C> <C> <C>
SCS Limited Director Management P.O. Box 438
Company Road Town, Tortola
British Virgin Islands
Gordon Howard President Trust Company Grosvenor Trust Company Limited
Executive Airlie House
33 Church Street
Hamilton, Bermuda
Norman Holbrow Vice President Trust Company Grosvenor Trust Company Limited
Executive Airlie House
33 Church Street
Hamilton, Bermuda
Jill Clifford Secretary/ Trust Company Grosvenor Trust Company Limited
Treasurer Executive Airlie House
33 Church Street
Hamilton, Bermuda
</TABLE>
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CUSIP NO. 422913111 13D Page 11 of 12 Pages
EXHIBIT B
---------
PHYLLIS QUASHA REVOCABLE TRUST
------------------------------
<TABLE>
<CAPTION>
Position
Name with Company Occupation Principal Address
---- ------------ ---------- -----------------
<S> <C> <C> <C>
Grosvenor Trust Corporate Corporate Grosvenor Trust Company Limited
Company Limited Trustee Trustee Airlie House
33 Church Street
Hamilton, Bermuda
Phyllis G. Quasha Settlor Private Investor Suite 12
Lyford Cay
Nassau, Bahamas
</TABLE>
<PAGE> 1
CUSIP NO. 422913111 13D Page 12 of 12 Pages
Exhibit C
---------
LIMITED POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that Herbard Limited (the "Corporation")
does hereby make, constitute and appoint THOMAS A. HUSER as true and lawful
attorney-in-fact of the Corporation, to act in the name, place and stead of the
Corporation:
To negotiate, execute and deliver any and all agreements, documents,
instruments and certificates, and to take any and all actions, of whatsoever
kind, with regard, directly or indirectly, to any filings, notices,
authorizations or actions required or advisable to be made with, given to,
obtained from or otherwise to comply with the rules and regulations of the
Securities and Exchange Commission, any state or any other governmental office
or body, in connection with the record of beneficial ownership or other interest
by the Corporation of, or any transactions relating in any way to, any
securities of HELP AT HOME, INC., including, without limitation, (1) any
statements on Schedule 13D and any amendments thereto, (2) any joint filing
agreements pursuant to Rule 13d-1 (f) promulgated under the Securities Exchange
Act of 1934, as amended, and any amendments thereto, (3) any initial statements
of beneficial ownership on Form 3, and (4) any stements of change in beneficial
ownership on Form 4 or Form 5.
Giving and granting unto said attorney-in-fact full power and authority
to do and perform any and every act and whatsoever requisite, necessary, or in
the opinion of said attorney-in-fact, desirable to be done in connection with
the foregoing, as fully and to intents and purposes as the undersigned might or
could do if personally present, by its officers, hereby ratifying and confirming
all acts that said attorney-in-fact shall do or cause to be done by virtue
hereof.
The Corporation hereby agrees to indemnify and hold harmless said
attorney-in-fact for any claims, liabilities, costs or expenses, including
reasonable attorney's fees, incurred by said attorney-in-fact arising out of, or
in any way connected with, performance by said attorney-in-fact of any and all
acts duly authorized hereunder by the Corporation unless such claims arise out
of the wilful or grossly negligent disregard by such attorney-in-fact of his
obligations hereunder.
This Power of Attorney shall expire on July 3, 1999.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be duly executed this 3rd day of July, 1997.
HERBARD LIMITED
By SCS LIMITED, sole director
By: /s/ Derek G. Andrew
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