SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) and (c) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
Karts International Inc
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(Name of Issuer)
Common Stock, $0.001 par value
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(Title of Class of Securities)
485766208
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(CUSIP Number)
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*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 the
disclosures provided in a prior cover page.
The information required in 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 ("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).
Page 1 of 6 Pages
<PAGE>
CUSIP No. 485766208 13G
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1. NAME OF REPORTING PERSON(S)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON(S) (Entities only)
The Schlinger Foundation: 94-4065303
Evert I. Schlinger, individually and as trustee of the Brian Schlinger
Trust
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ X ] (b) [ ]
This is a joint filing under Rule 13d-1(f)(1), on behalf of each of the
above named persons
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Schlinger Foundation - California non-profit corporation
Evert I. Schlinger - United States
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NUMBER OF 5. SOLE VOTING POWER
SHARES -0-
BENEFICIALLY -------------------------------------------------------
OWNED BY 6. SHARED VOTING POWER
EACH 668,708
REPORTING -------------------------------------------------------
PERSON 7. SOLE DISPOSITIVE POWER
WITH -0-
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8. SHARED DISPOSITIVE POWER
668,708
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
668,708
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
Not Applicable
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
13.8%
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12. TYPE OF REPORTING PERSON*
Schlinger Foundation - CO
Evert I. Schlinger - IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 6 Pages
CUSIP No. 485766208 13G
Item 1. (a) Name of Issuer:
Karts International Inc
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(b) Address of Issuer's Principal Executive Offices:
109 Northpark Boulevard, Suite 210, Covington, Louisiana
70433
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Item 2. (a) Name of Person Filing:
The Schlinger Foundation
Evert I. Schlinger, individually and as trustee of the
Brian Schlinger Trust
[This is a joint filing under Rule 13d-1(f)(1), on behalf of
each of the above named persons]
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(b) Address of Principal Business Office, or if None,
Residence:
1944 Edison Street, Santa Ynez, CA 93460
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(c) Citizenship:
The Schlinger Foundation - California non-profit corporation
Evert I. Schlinger - United States
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(d) Title of Class of Securities:
Common Stock, $0.0024 par value
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(e) CUSIP Number:
485766208
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Item 3. Type of Reporting Person:
The Schlinger Foundation - CO
Evert I. Schlinger - IN
Page 3 of 6 Pages
CUSIP No. 485766208 13G
Item 4. Ownership.
(a) Amount beneficially owned:
Shares of Common Stock: 668,708 (1)
Direct 668,708 (1)
Indirect -0-
(b) Percent of class: 13.8%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: -0-
(ii) Shared power to vote or to direct the vote: 668,708
(1)
(iii) Sole power to dispose or to direct the disposition of:
-0-
(iv) Shared power to dispose or to direct the disposition
of: 668,708 (1)
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
Not Applicable
Item 7. Identification and Classification of the Subsidiary which Acquired
the Security Being Reported on By the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Page 4 of 6 Pages
CUSIP No. 485766208 13G
Item 10. Certification.
Not Applicable
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(1) The Schlinger Foundation ("Foundation") beneficially owns 520,000 shares
of the Company's Common Stock, See description below. Mr. Schlinger is the
President and sole trustee of the Foundation and has sole voting and
dispositive power over the shares held by the Foundation. However, Mr.
Schlinger disclaims any ownership interest in any of the shares of Common
Stock of the Company owned by the Foundation. Mr. Schlinger owns 90,288
of the shares of Common Stock of the Company for his own account. See
description below. In addition, Mr. Schlinger controls 58,420 shares of
Common Stock held by the Brian Schlinger Trust. Mr.Evert I. Schlinger is the
sole trustee of the Brian Schlinger Trust and has sole voting and dispositive
power over the shares held by this trust.
In March, 1996, the Company issued a promissory note in the principal amount
of $2,000,000 (the "Schlinger "Note") payable to The Schlinger Foundation.
As further consideration for the $2,000,000 loan, the Company paid the
Foundation $21,000, consisting of $10,500 cash and issued the Foundation
70,000 restricted shares of Common Stock. On August 28, 1997, the Foundation
agreed to convert $1 million of the principal amount of the Schlinger Note into
250,000 shares of Common Stock. In October 1997, the Company paid the
Foundation approximately $1.0 million as payment of the remaining balance
of the Schlinger Note plus accrued interest. The Foundation agreed not to
sell or dispose of the 250,000 shares of Common Stock issued upon conversion
of $1 million principal amount of the Schlinger Note until after
September 9, 1998. The Foundation also agreed not to sell or dispose of the
remaining 270,000 shares it owns until after September 9, 1998, however the
Foundation may sell such shares in the public market at a price equal to or
greater than $7.00 per share without regard to the provisions of the lock-up
agreement. The remaining 200,000 shares owned by the Foundation
were acquired in a privately negotiated transaction from another shareholder
on July 12, 1996.
Because Mr. Evert is the President and sole trustee of the Foundation,
indirect control of the Foundation's holdings may be imputed to the Foundation,
and vice versa. Both the Foundation and Mr. Schlinger, however, disclaim
ownership of the shares or options owned by the other, and the filing of this
Schedule shall not be construed as an admission either that the Foundation is,
for the purposes of sections13(d) or 13(g) of the Act, the beneficial owner
of the shares subject to Mr. Schlinger's option, or that Mr. Schlinger is the
beneficial owner of the shares and/or option held by the Foundation.
Evert I. Schlinger acquired 210,288 common shares in a private transaction
with the Company. Since December, 1997, he has disposed of 126,760 shares in
regular, routine market transactions. At present he holds 90,288 remaining
shares.
The Brian Schlinger Trust acquired 37,778 common shares on April 8, 1998, in
a private transaction with the Company. Pursuant to agreement with the
financial firm which arranged the transaction, 20,642 additional shares were
transferred to the trust in March of 1998 without further consideration being
paid.
Page 5 of 6 Pages
CUSIP No. 485766208 13G
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.
Date:
/s/
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(Signature)*
Evert I. Schlinger, Trustee of the Brian Schlinger Trust
(Name/Title)
Date:
/s/
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(Signature)*
Evert I. Schlinger, President of the Schlinger Foundation
(Name/Title)
Date:
/s/
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(Signature)*
Evert I. Schlinger
(Name/Title)
* Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
Page 6 of 6 Pages
