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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)(1)
Coyote Sports, Inc.
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(Name of Issuer)
Common Stock, $.001 par value per share
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(Title of Class of Securities)
224071100
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(CUSIP Number)
Kenneth J. Warren, Esq.
5920 Cromdale Drive, Suite 1
Dublin, Ohio 43017
(614) 766-1960
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 23, 1999
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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 / /.
NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 3d-(a) for other parties to whom copies are to be sent.
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(1) 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 1 of 8 Pages
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SCHEDULE 13D
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CUSIP No. 224071100 Page 2 of 8 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON
Royal Precision, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
00
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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
Delaware
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NUMBER OF 7 SOLE VOTING POWER
SHARES 0 shares
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0 shares
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0 shares
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PERSON 10 SHARED DISPOSITIVE POWER
WITH 0 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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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 Coyote Sports, Inc. ("Common
Stock").
The name and address of the principal executive offices of the issuer:
Coyote Sports, Inc., 2291 Arapahoe Avenue, Boulder, Colorado 80302.
ITEM 2. IDENTITY AND BACKGROUND.
Name of Reporting Person: Royal Precision, Inc.
State of Organization: Delaware
Principal Business: Manufacture and sale of golf equipment
Address of Principal Business and Office:
15170 North Hayden Road, Suite 1,
Scottsdale, Arizona 85260
The following information relates to directors and executive officers
of Royal Precision, Inc (the "Company"). These additional parties are not
reporting persons for purposes of this Schedule 13D:
Lawrence Bain
Senior Vice President/Managing Director
EVEREN Securities, Inc.
77 W. Wacker Drive
Suite 3100
Chicago, Illinois 60601
Principal Business: Advisory and consulting services
Robert G.J. Burg, II
President
Profile Sports
15990 North Greenway-Hayden Loop, Suite 900
Scottsdale, Arizona 85260
Principal Business: Corporate Sports Outings
Ronald L. Chalmers
Director; Executive Vice President-Administration/Manufacturing
Royal Precision, Inc.
15170 North Hayden Road, Suite 1
Scottsdale, Arizona 85260
Principal Business: Golf equipment manufacturing and sales
Danny Edwards
Director; Vice Chairman of the Board
Royal Precision, Inc.
15170 North Hayden Road, Suite 1
Scottsdale, Arizona 85260
Principal Business: Golf equipment manufacturing and sales
David E. Johnston
Vice President
Royal Precision, Inc.
15170 North Hayden Road, Suite 1
Scottsdale, Arizona 85260
Principal Business: Golf equipment manufacturing and sales
Page 3 of 8 Pages
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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
Raymond J. Minella
Principal
Berenson Minella & Company, L.P.
667 Madison Avenue
New York, New York 10021
Principal Business: Investment Banking
Leslie Reesing
Teacher
Maricopa Unified School District
Post Office Box 630
Maricopa, Arizona 85239
Kenneth J. Warren
Attorney
5920 Cromdale Drive, Suite 1
Dublin, Ohio 43017
Anthony Montgomery
Vice President, Sales
Royal Precision, Inc.
15170 North Hayden Road, Suite 1
Scottsdale, Arizona 85260
Principal Business: Golf equipment manufacturing and sales
Kevin Neill
Vice President - Finance
Royal Precision, Inc.
15170 North Hayden Road, Suite 1
Scottsdale, Arizona 85260
Principal Business: Golf equipment manufacturing and sales
Thomas A. Schneider
President; Chief Operating Officer; Chief Financial Officer
Royal Precision, Inc.
15170 North Hayden Road, Suite 1
Scottsdale, Arizona 85260
Principal Business: Golf equipment manufacturing and sales
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.
Page 4 of 8 Pages
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In order to induce the Company to enter into an Amended Agreement and
Plan of Merger (the "Merger Agreement") dated February 2, 1999 by and among the
Company, Coyote Sports, Inc., a Nevada corporation ("CSI"), and RP Acquisition
Corp., a Delaware corporation and wholly owned subsidiary of CSI, Mel S.
Stonebraker, James M. Probst and Paragon Coyote Texas, Ltd., a Texas limited
partnership ("Paragon"), each entered into a Voting Agreement with the Company.
Pursuant to CSI's Schedule 14A filed with the Securities and Exchange Commission
("SEC") on April 20, 1998 ("CSI's Schedule 14A"), (1) Mel S. Stonebraker
beneficially owns 1,430,000 shares of Common Stock, which represents
approximately 30.1% of the class and (2) James M. Probst owns 1,170,000 shares
of Common Stock, which represents 24.6% of the class. According to a Schedule
13D filed by Paragon on February 8, 1999 ("Paragon's Schedule 13D"), Paragon
beneficially owns 1,207,692 shares of Common Stock (including 521,739 shares of
Common Stock which Paragon has a right to acquire pursuant to stock options),
which represents approximately 21.4% of the class. The Company filed a Schedule
13D reporting the Voting Agreement on February 12, 1999 because it believed that
it may have been deemed to beneficially own the shares of Common Stock
beneficially owned by Mel S. Stonebraker, James M. Probst and Paragon as a
result of entering into the Voting Agreement.
The Merger Agreement and the Voting Agreement were terminated on June
23, 1999. Therefore, the Company does not beneficially own any CSI Common Stock.
The Company is filing this Schedule 13D individually and not in
conjunction with Mel S. Stonebraker, James M. Probst and Paragon.
The following information concerning Mel S. Stonebraker was obtained by
the Company from CSI's Schedule 14A and the Company disclaims any responsibility
for the accuracy of this information:
Employer: Coyote Sports, Inc.
Position: Director; Chief Executive Officer; Chairman of the Board
Business Address: 2291 Arapahoe Avenue, Boulder, Colorado 80302
The following information concerning James M. Probst was obtained by
the Company from CSI's Schedule 14A and the Company disclaims any responsibility
for the accuracy of this information:
Employer: Coyote Sports, Inc.
Position: Director; President
Business Address: 2291 Arapahoe Avenue, Boulder, Colorado 80302
The following information concerning Paragon was obtained by the
Company from Paragon's Schedule 13D and the Company disclaims any responsibility
for the accuracy of this information:
Name: Paragon Coyote Texas, Ltd.
State of Organization: Texas
Business Address: 307 West Seventh Street, Suite 1210,
Fort Worth, Texas 76102
General Partner: Paragon Management Group, Inc., a Texas corporation
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
N/A
ITEM 4. PURPOSE OF TRANSACTION.
N/A
Page 5 of 8 Pages
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ITEM 5. INTEREST IN SECURITIES OF ISSUER.
Royal Precision, Inc.:
Aggregate number of shares of Common Stock beneficially owned: 0
Percentage of class: 0%
Number of shares subject to sole voting power: 0
Number of shares subject to shared voting power: 0
Number of shares subject to sole dispositive power: 0
Number of shares subject to shared dispositive power 0
Except as described in Item 2 hereof, the Company has effected no
transactions in Common Stock during the past 60 days.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
The Company and Coyote Sports, Inc. issued a joint press release on
June 22, 1999 announcing the termination of the Merger Agreement.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit A - Joint press release issued June 22, 1999.
Page 6 of 8 Pages
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SIGNATURES
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: July 2, 1999
ROYAL PRECISION, INC.
By: /s/ Thomas A. Schneider
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Print Name: Thomas A. Schneider
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Title: President
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Page 7 of 8 Pages
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Exhibit A
COYOTE SPORTS AND ROYAL PRECISION TERMINATE MERGER AGREEMENT
SAN DIEGO, June 22 /PRNewswire/ -- Coyote Sports, Inc. (Nasdaq: COYT - news) and
Royal Precision, Inc. (Nasdaq: RIFL - news), announced today that the merger
agreement between the two companies has been terminated at the request of Royal
Precision, Inc. due to a material change in the business of Coyote Sports, Inc.
resulting in an inability to obtain suitable long-term financing.
Coyote Sports, Inc. and Royal Precision, Inc. are engaged in complementary
businesses in the golf and sports equipment industry. Coyote designs, engineers,
manufactures, markets and distributes brand name sports equipment and
recreational products, including steel and graphite golf shafts, premium grade
cycle tubing and javelins. Royal Precision develops, produces and markets steel
and graphite golf shafts, including the "Rifle" shaft, the first modern
stepless steel golf shaft.
This press release includes statements which may constitute forward looking
statements made pursuant to the safe harbor provision of the Private Securities
Litigation Reform Act of 1995. These statements are subject to risks and
uncertainties that could cause actual results to differ materially from the
forward looking statements including, but not limited to, risks related to the
Company's dependence on discretionary consumer spending and original equipment
manufacturers, new product introduction, competition, seasonality of sales,
fluctuations in operating results, product protection, intellectual property
rights, supply delays, use of third party suppliers, customer concentration and
other factors detailed in the Company's Securities and Exchange Commission
filings.
Page 8 of 8 pages
