UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.__)(*)
Royal Precision, Inc.
---------------------
(Name of Issuer)
Common Stock, $.001 par value per share
---------------------------------------
(Title of Class of Securities)
780921-10-2
--------------
(CUSIP Number)
Kenneth J. Warren, Esq.
5920 Cromdale Drive, Suite 1
Dublin, Ohio 43017
(614) 766-1960
--------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
August 24, 1999
-------------------------------------------------------
(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 [ ].
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.
Page 1 of 14 Pages
- ----------
* 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 provided in a prior cover page.
The information required on 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>
SCHEDULE 13D
- --------------------- -------------------
CUSIP NO. 780921-10-2 Page 2 of 14 Pages
- --------------------- -------------------
1 NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kenneth J. Warren
--------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
--------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
--------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [ ]
--------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
--------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 3,163,872
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON ---------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
337,931
---------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,279,586
--------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
--------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
56.7%
--------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
--------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
- --------------------- -------------------
CUSIP NO. 780921-10-2 Page 3 of 14 Pages
- --------------------- -------------------
1 NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thomas A. Schneider
--------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
--------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
--------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [ ]
--------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
--------------------------------------------------------------------------
7 SOLE VOTING POWER
4,900
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,000
PERSON ---------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
3,900
---------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
25,127
--------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
--------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
less than 1%
--------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
--------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
- --------------------- -------------------
CUSIP NO. 780921-10-2 Page 4 of 14 Pages
- --------------------- -------------------
1 NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Johnston Family Living Trust
--------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
--------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
--------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [ ]
--------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Wyoming
--------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 28,000
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 28,000
PERSON ---------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
7,800
---------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
35,800
--------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
--------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
less than 1%
--------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
OO
--------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
- --------------------- -------------------
CUSIP NO. 780921-10-2 Page 5 of 14 Pages
- --------------------- -------------------
1 NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard P. Johnston
--------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
--------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
--------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [ ]
--------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
--------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 3,187,972
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON ---------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
676,509
---------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,311,486
--------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
--------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
57.3%
--------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
--------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
- --------------------- -------------------
CUSIP NO. 780921-10-2 Page 6 of 14 Pages
- --------------------- -------------------
1 NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jayne A. Johnston
--------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
--------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
--------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [ ]
--------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
--------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 3,187,972
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON ---------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
676,509
---------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,311,486
--------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
--------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
57.3%
--------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
--------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
ITEM 1. SECURITY AND ISSUER.
The title and class of equity securities to which this statement
relates: common stock, par value $.001 per share of Royal Precision, Inc.
("Common Stock")
The name and address of the principal executive offices of the issuer:
Royal Precision, Inc., 15170 North Hayden Road, Suite 1, Scottsdale, Arizona
85260.
ITEM 2. IDENTITY AND BACKGROUND.
This statement is being filed on behalf of a "group" as such term is
used in Section 13(d)(3) of the Securities and Exchange Act of 1934, as amended
(the "1934 Act"). The members of the group ("Group") are: Thomas A. Schneider,
Johnston Family Living Trust (the "Trust"), Richard P. Johnston, Jayne A.
Johnston and Kenneth J. Warren.
Richard P. Johnston and Jayne A. Johnston are the trustees of the
Johnston Family Living Trust.
Additional information about the members of the group is provided below.
Thomas A. Schneider
President, Chief Operating Officer and Chief Financial Officer
Royal Precision, Inc.
15170 North Hayden Road, Suite 1
Scottsdale, Arizona 85260
Principal Business: Golf equipment manufacturing and sales
Richard P. Johnston
Director; Chairman of the Executive Committee
Royal Precision, Inc.
15170 North Hayden Road, Suite 1
Scottsdale, Arizona 85260
Principal Business: Golf equipment manufacturing and sales
Jayne A. Johnston
Trustee
Johnston Family Living Trust
4350 Greens Place
Wilson, Wyoming 83014
Principal Business: Investment
Johnston Family Living Trust
4350 Greens Place
Wilson, Wyoming 83014
Principal Business: Investment
State of Organization: Wyoming
Kenneth J. Warren
Attorney
5920 Cromdale Drive, Suite 1
Dublin, Ohio 43017
7
<PAGE>
During the last five years, none of the above named persons has either
(i) been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors), or (ii) been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction and as a result of such
proceeding been 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.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
On August 24, 1999, the Trust, Thomas A. Schneider and Kenneth J. Warren
agreed that the Trust would purchase a total of 11,700 shares of Common Stock on
the open market and sell 3,900 of those shares to each of Mr. Schneider and Mr.
Warren. Mr. Schneider and Mr. Warren each agreed to issue a promissory note to
the Trust as payment for the shares they individually purchased from the Trust.
The principal amount of each promissory note will equal one-third of the total
price paid by the Trust for the 11,700 shares.
ITEM 4. PURPOSE OF TRANSACTION.
The Group was formed for the purpose of the Trust financing Thomas A.
Schneider's and Kenneth J. Warren's purchase of 3,900 shares of Common Stock
each.
ITEM 5. INTEREST IN SECURITIES OF ISSUER.
Except as described in this Item 5 and in Item 4 and Item 6 hereof, no
member of the Group effected any transactions in Common Stock during the past 60
days.
TABULAR PRESENTATION:
Thomas A. Schneider, Johnston Family Living Trust, Richard P. Johnston,
Jayne A. Johnston and Kenneth J. Warren as a group:
Aggregate number of shares of Common Stock beneficially 3,332,713
owned (including 136,141 shares which may be acquired
pursuant to stock options within 60 days of the Group
formation):
Percentage of class (1): 57.4%
Number of shares subject to sole voting power: 4,900
Number of shares subject to shared voting power: 3,191,672
Number of shares subject to sole dispositive power: 1,000
Number of shares subject to shared dispositive power 1,018,540
8
<PAGE>
Thomas A. Schneider:
Aggregate number of shares of Common Stock beneficially 25,127
owned (including 20,227 shares which may be acquired
pursuant to stock options within 60 days of the Group
formation):
Percentage of class (1): less than 1%
Number of shares subject to sole voting power: 4,900
Number of shares subject to shared voting power: 0
Number of shares subject to sole dispositive power: 1,000
Number of shares subject to shared dispositive power 3,900
Johnston Family Living Trust:
Aggregate number of shares of Common Stock beneficially owned: 35,800
Percentage of class (1): less than 1%
Number of shares subject to sole voting power: 28,000
Number of shares subject to shared voting power: 0
Number of shares subject to sole dispositive power: 28,000
Number of shares subject to shared dispositive power 7,800
Richard P. Johnston:
Aggregate number of shares of Common Stock beneficially 3,311,486
owned (including 115,914 shares which may be acquired
pursuant to stock options within 60 days of the Group
formation):
Percentage of class (1): 57.3%
Number of shares subject to sole voting power: 0
Number of shares subject to shared voting power: 3,187,972
Number of shares subject to sole dispositive power: 0
Number of shares subject to shared dispositive power 676,509
9
<PAGE>
Jayne A. Johnston:
Aggregate number of shares of Common Stock beneficially 3,311,486
owned (including 115,914 shares which may be acquired
pursuant to stock options within 60 days of the Group
formation):
Percentage of class (1): 57.3%
Number of shares subject to sole voting power: 0
Number of shares subject to shared voting power: 3,187,972
Number of shares subject to sole dispositive power: 0
Number of shares subject to shared dispositive power 676,509
Kenneth J. Warren:
Aggregate number of shares of Common Stock beneficially 3,279,586
owned (including 115,914 shares which may be acquired
pursuant to stock options within 60 days of the Group
formation):
Percentage of class (1): 56.7%
Number of shares subject to sole voting power: 0
Number of shares subject to shared voting power: 3,163,872
Number of shares subject to sole dispositive power: 0
Number of shares subject to shared dispositive power 337,931
- ----------
(1) Based on 5,667,375 outstanding shares of Common Stock. The percent owned
calculations are based on the number of shares of Common Stock outstanding
plus, where appropriate, those shares subject to unexercised options which
are exercisable within 60 days.
GROUP ACTIVITIES:
Pursuant to the understanding among the Group members, the Trust made
the following purchases of Common Stock:
- 500 shares for $2.25 per share on August 24, 1999;
- 6,300 shares for $2.50 per share on August 24, 1999;
- 100 shares for $2.375 per share on August 24, 1999;
- 1,500 shares for $2.50 per share on August 26, 1999;
- 900 shares for $2.50 per share on August 26, 1999;
- 400 shares for $2.50 per share on August 27, 1999;
- 400 shares for $2.50 per share on August 30, 1999; and
- 1,600 shares for $2.50 per share on August 31, 1999.
10
<PAGE>
The total number of shares purchased pursuant to the understanding among
the Group members was 11,700 shares. The Trust retained one-third of all the
shares purchased and sold one-third of the shares purchased to each of Thomas A.
Schneider and Kenneth J. Warren.
The total purchase price of the shares purchased pursuant to the
understanding among the Group members was $29,112.50 plus commissions ("Total
Price"). Mr. Schneider and Mr. Warren have each agreed to issue a promissory
note with a principal amount equal to one third of the Total Price as payment
for the shares which they have purchased from the Trust. Mr. Schneider and Mr.
Warren have each agreed to pledge the shares they have purchased from the Trust
to secure their respective payment obligations under these promissory notes.
ADDITIONAL INFORMATION ON SECURITY OWNERSHIP:
Thomas A. Schneider: 25,100 shares of Common Stock (including 20,227
shares subject to options exercisable within 60 days and 3,900 shares which he
has agreed to pledge to the Trust to secure his payment obligation to the Trust
under the promissory note he has agreed to issue to the Trust). Mr. Schneider
expressly declares that his filing of this Schedule 13D shall not be construed
as an admission that he is, for the purposes of Section 13(d) or 13(g) of the
Act, the beneficial owner of any securities covered by the Schedule 13D except
for the 4,900 shares owned directly by him.
Johnston Family Living Trust: 35,800 shares of Common Stock including
7,800 shares which Thomas A. Schneider and Kenneth J. Warren have agreed to
pledge to the Trust to secure their payment obligations under promissory notes
they have agreed to issue to the Trust. The Trust expressly declares that its
filing of this Schedule 13D shall not be construed as an admission that it is,
for the purposes of Section 13(d) or 13(g) of the Act, the beneficial owner of
any securities covered by the Schedule 13D except for the 28,000 shares directly
owned by it and the 7,800 shares pledged to it by Mr. Schneider and Mr.
Johnston.
Richard P. Johnston: Mr. Johnston may be deemed a member of the
Stockholder Agreement Group (See Item 6) which reported beneficial ownership of
3,273,486 shares of Common Stock (including 115,914 shares subject to options
exercisable within 60 days) in its latest Schedule 13G. Mr. Johnston is a
trustee of the Johnston Family Living Trust which beneficially owns 35,800
shares of Common Stock. Mr. Johnston is a trustee of the Johnston Family
Charitable Remainder Trust #3 which beneficially owns 648,509 shares of Common
Stock including 2,000 shares which this trust purchased on August 26, 1999 for
$2.50 per share and 200 shares which this trust purchased on August 24, 1999 for
$2.50 per share. Mr. Johnston owns options to purchase 25,052 shares of Common
Stock which options are exercisable within 60 days and which are included in the
shares reported by the Stockholder Agreement Group. Mr. Johnston expressly
declares that his filing of this Schedule 13D shall not be construed as an
admission that he is, for the purposes of Section 13(d) or 13(g) of the Act, the
beneficial owner of any securities covered by the Schedule 13D. except for
25,052 common shares subject to options exercisable within 60 days which are
owned directly by Mr. Johnston.
Jayne A. Johnston: Mrs. Johnston may be deemed a member of the
Stockholder Agreement Group (See Item 6) which reported beneficial ownership of
3,157,772 shares of Common Stock (including 115,914 shares subject to options
exercisable within 60 days) in its latest Schedule 13G. Mrs. Johnston is a
trustee of the Johnston Family Living Trust which beneficially owns 35,800
shares of Common Stock. Mrs. Johnston is a trustee of the Johnston Family
Charitable Remainder Trust #3 which beneficially owns 648,509 shares of Common
Stock including 2,000 shares which this trust purchased on August 26, 1999 for
$2.50 per share and 200 shares which this trust purchased on August 24, 1999 for
$2.50 per share. Mrs. Johnston's spouse, Richard P. Johnston, owns options to
purchase 25,052 shares of Common Stock which options are exercisable within 60
days and which are included in the shares reported by the Stockholder Agreement
Group. Mrs. Johnston expressly declares that her filing of this Schedule 13D
shall not be construed as an admission that she is, for the purposes of Section
13(d) or 13(g) of the Act, the beneficial owner of any securities covered by the
Schedule 13D.
11
<PAGE>
Kenneth J. Warren: 353,454 shares of Common Stock including 15,323
shares subject to options exercisable within 60 days and 3,900 shares which he
has agreed to pledge to the Trust to secure his payment obligation to the Trust
under the promissory note he has agreed to issue to the Trust. Mr. Warren
expressly declares that his filing of this Schedule 13D shall not be construed
as an admission that he is, for the purposes of Section 13(d) or 13(g) of the
Act, the beneficial owner of any securities covered by the Schedule 13D except
for the 338,131 shares owned directly by him and the 15,323 shares subject to
options owned by him and which are exercisable within 60 days.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
STOCKHOLDER AGREEMENT TO WHICH RICHARD P. JOHNSTON, JAYNE A. JOHNSTON
AND KENNETH J. WARREN ARE PARTIES. On May 12, 1997, Danny Edwards, Drew M.
Brown, DMB Property Ventures Limited Partnership, the general partner of which
is DMB GP, Inc. (the shareholders of DMB GP, Inc. are Drew M. Brown, Mark N.
Sklar and the Bennett Dorrance Trust dated April 21, 1989), Mark N. Sklar and
Bennett Dorrance, Trustee of the Bennett Dorrance Trust dated April 21, 1989
(the "Edwards Parties") and Christopher A. Johnston, RPJ/JAJ Partners, Ltd., the
general partners of which are Richard P. Johnston and Jayne Johnston, David E.
Johnston, Berenson Minella & Company, L.P., the general partners of which are
Berenson Corp., an S corporation owned by Jeffrey L. Berenson, and Minella
Corp., an S corporation owned by Raymond J. Minella, and Kenneth J. Warren (the
"Johnston Parties") entered into a stockholder agreement (the "Stockholder
Agreement") whereby the parties agreed that the Royal Precision, Inc. ("RP")
board of directors shall be composed of nine members, three of which will be
elected by the Edwards Parties and six of which will be elected by the Johnston
parties. Berenson Minella & Company, L.P. is the sole general partner of
Berenson Minella Investment Partnership, L.P. No. VI. Pursuant to the Berenson
Minella Investment Partnership, L.P. No. VI partnership agreement, the RP common
shares registered in the name of Berenson Minella & Company, L.P. have been
contributed to Berenson Minella Investment Partnership, L.P. No. VI.
Richard P. Johnston and Jayne A. Johnston transferred 626,309 of common
shares of RP from RPJ/JAJ Partners, Ltd. to the Johnston Family Charitable
Remainder Trust #3 ("Johnston Trust #3") after the date of the Stockholder
Agreement. The trustees of the Johnston Trust #3 are Richard P. Johnston and
Jayne Johnston.
The latest filing by the group ("Stockholder Agreement Group") formed by
the Stockholder Agreement was Amendment No. 1 to Schedule 13G filed on February
16, 1999. That filing reported the removal of Christopher A. Johnston as a party
to the Stockholder Agreement and his exit from the group.
PAGE IN MANUALLY
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. SIGNED ORIGINAL
(1) Statement Pursuant to Rule 13d-1(f) 14
12
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, we
certify that the information set forth in this statement is true, complete and
correct.
Dated: September 8, 1999
JOHNSTON FAMILY LIVING TRUST
By:/s/ Richard P. Johnston
- ------------------------------------
Print Name:Richard P. Johnston
Title: Trustee
/s/ Thomas A. Schneider /s/ Richard P. Johnston
- ------------------------------------ ------------------------------------
Thomas A. Schneider Richard P. Johnston
/s/ Jayne A. Johnston /s/ Kenneth J. Warren
- ------------------------------------ ------------------------------------
Jayne A. Johnston Kenneth J. Warren
13
Exhibit 1
STATEMENT PURSUANT TO RULE 13d-1(f)
The undersigned parties hereto, THOMAS A. SCHNEIDER, JOHNSTON FAMILY
LIVING TRUST, RICHARD P. JOHNSTON, JAYNE A. JOHNSTON and KENNETH J. WARREN,
hereby consent and agree to file a joint statement on Schedule 13D under the
Securities Exchange Act of 1934, as amended, on behalf of each of them, with
respect to shares of common stock of Royal Precision, Inc. beneficially owned by
them, together with any or all amendments thereto, when and if appropriate. The
parties hereto further consent and agree to file this Statement pursuant to Rule
13d-1(f) as an exhibit to such Schedule 13D, thereby incorporating the same into
such Schedule 13D.
Dated: September 8, 1999
JOHNSTON FAMILY LIVING TRUST
By:/s/ Richard P. Johnston
- ------------------------------------
Print Name:Richard P. Johnston
Title: Trustee
/s/ Thomas A. Schneider /s/ Richard P. Johnston
- ------------------------------------ ------------------------------------
Thomas A. Schneider Richard P. Johnston
/s/ Jayne A. Johnston /s/ Kenneth J. Warren
- ------------------------------------ ------------------------------------
Jayne A. Johnston Kenneth J. Warren
14
