SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934 (Amendment No. )*
NEW YORK HEALTH CARE, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
649487105
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(CUSIP Number)
Sidney Borenstein
1246 East 10th Street
Brooklyn, NY 11230
(718) 375-6700
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
With a copy to:
William J. Davis, Esq.
Scheichet & Davis, P.C.
505 Park Avenue, 20th Floor
New York, NY 10022
(212) 688-3200
July 29, 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 13, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [_].
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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.
* 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).
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CUSIP NO. 649487105
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1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE
PERSONS: Sidney Borenstein ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
-
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (SEE INSTRUCTIONS) AF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION New York
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NUMBER OF 7 SOLE VOTING POWER 136,697 (see Item 5)
SHARES --------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER NONE
OWNED BY EACH --------------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER 136,697 (see Item 5)
PERSON WITH --------------------------------------------------------------
10 SHARED DISPOSITIVE POWER NONE
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON 136,697 (see Item 5)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [_]
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13 PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11) 3.68% (see Item 5)
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14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN
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Item 1. Security and Issuer.
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The class of equity securities to which this statement relates is the
common stock, par value $.01 per share (the "Common Stock") of New York Health
Care, Inc., a New York corporation (the "Issuer"). The Issuer's principal
executive offices are located at 1850 McDonald Avenue, Brooklyn, NY 11223.
Item 2. Identity and Background.
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(a) - (b) The person filing this Schedule is Sidney Borenstein, an
individual (the "Reporting Person"). The Reporting Person's home address is
1246 East 10th Street, Brooklyn, NY 11230.
(c) The Reporting Person's principal employment is as a certified
public accountant at 1118 Avenue J, Brooklyn, NY 11230. He is also a director
of the Issuer.
(d) - (e) At no time during the last five years was the Reporting Person
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and as a result of such proceeding 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 law
or finding any violation with respect to such laws.
(f) The Reporting Person is a citizen of the United States.
Item 3. Source and Amount of funds or Other Consideration.
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The Reporting Person is a stockholder of a privately held New Jersey
Subchapter "S" corporation named Heart to Heart Health Care Services, Inc.
("Heart to Heart") in which he beneficially owns 5% of the outstanding equity
shares. On July 29, 1999, Heart to Heart, which is the holder of the Issuer's
promissory note in the currently outstanding amount of $550,000 bearing interest
at the rate of 9% per annum, converted $100,000 of the principal amount of that
promissory note into 110,375 shares of the Issuer's newly authorized Class A
Convertible Preferred Stock at a conversion price of $.906 per share, each share
of which is convertible at any time into shares of the Issuer's Common Stock.
As the owner of 5% of the equity of Heart to Heart, the Reporting Person is
receiving 5,519 shares of the Issuer's Class A Convertible Preferred Stock. The
source of funds used to purchase those shares was a $5,000 portion of the
Issuer's indebtedness which was converted into those shares.
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Item 4. Purpose of Transaction.
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The Reporting Person acquired beneficial ownership of the Issuer's Common
Stock by reason of having acquired shares of the Issuer's Class A convertible
Preferred Stock for the purpose of (i) investment and (ii) for the purpose of
enabling the Issuer to increase its net tangible assets by reducing its
indebtedness so as to comply with the continued listing requirements of the
Nasdaq SmallCap Market which require more than $2,000,000 in net tangible
assets.
Except as set forth above, the Reporting Person has no present plans or
proposals which relate to, or would result in: the acquisition by any person of
additional securities of the Issuer; an extraordinary corporate transaction,
such as a merger, reorganization or liquidation, involving the Issuer or any of
its subsidiaries; a sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries; a change in the present board of directors or
management of the Issuer, including plans or proposals to change the number or
term of directors or to fill any existing vacancies on the board; a material
change in the present capitalization or dividend policy of the Issuer or any
other material change in the Issuer's business or corporate structure; a change
in the Issuer's certificate of incorporation or bylaws or other actions which
might impede the acquisition of control of the Issuer by any person; causing a
class of securities of the Issuer being delisted from a national securities
exchange or ceasing to be authorized to be quoted in an inter-dealer quotation
system of a registered national securities association; a class of equity
securities of the Issuer becoming eligible for termination of registration
pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934; or any
action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
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(a) Upon the acquisition of shares of the Issuer's Class A Convertible
Preferred Stock, the Reporting Person becomes the beneficial owner of 136,697
shares of the Issuer's $.01 par value Common Stock, which represents 3.68% of
the issued and outstanding shares of the Issuer's Common Stock as of June 30,
1999, the date of the Issuer's most recent Form 10-QSB Report. Of the 136,697
shares of the Issuer's Common Stock beneficially owned by the Reporting Person,
107,178 shares are owned directly and 29,519 shares are available for
acquisition pursuant to the terms of the Issuer's Class A Convertible Preferred
Stock owned by the Issuer.
(b) The Reporting Person has the sole power to vote or direct the
disposition of up to 136,697 shares of the Issuer's Common Stock.
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(c) No transactions in common stock were effected by the Reporting
Person during the past 60 days or since the most recent filing on Schedule 13D.
(d) No person other than the Reporting Person herein has the right to
receive or the power to direct the receipt of dividends or the proceeds from the
sale of the securities being reported herein.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
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Respect to
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Securities of the Issuer.
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The Reporting Person has no contract, arrangement, understanding or
relationship (legal or otherwise) with any person with respect to any security
of the Issuer, including, but not limited to, transfer or voting of any
securities, finder's fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, division of profits or losses or the giving or
withholding of proxies. The only relationship between the Reporting Person and
the other stockholders of Heart to Heart who have also acquired shares of the
Issuer's Class A Convertible Preferred Stock is that they each are shareholders
of Heart to Heart and have acquired shares of the Issuer's Class A Convertible
Preferred Stock as part of the transaction between Heart to Heart and the Issuer
in which Heart to Heart agreed to convert $600,000 of outstanding Issuer debt
into such shares and directed the issuance of those shares to the Heart to Heart
stockholders as their interests appeared.
Item 7. Materials to be Filed as Exhibits.
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Exhibit 10.42 - Agreement between the Issuer and Heart to Heart Health Care
Services, Inc. dated July 29, 1999.
SIGNATURE
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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.
Dated: August , 1999
/s/ Sidney Borenstin
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Sidney Borenstein
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