SCHEDULE 14C
(Rule 14C-101)
INFORMATION REQUIRED IN INFORMATION STATEMENT
SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c)
of the Securities Exchange Act of l934
Check the appropriate box:
[x] Preliminary information statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14c-5(d)(2))
[ ] Definitive information statement
HAWKS INDUSTRIES, INC.
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(Name of Registrant as Specified in Charter
HAWKS INDUSTRIES, INC.
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(Name of Person(s) Filing the Information Statement)
Payment of filing fee (check the appropriate box):
[x] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.
(1) Title of each class of securities to which transaction applies:
Not applicable
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(2) Aggregate number of securities to which transaction applies:
Not applicable
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(3) Per unit price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11:
Not applicable
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(4) Proposed maximum aggregate value of transaction:
Not applicable
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[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0- 11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or
the form or schedule and the date of its filing.
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(1) Amount previously paid:
Not applicable
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(2) Form, schedule or registration statement no.:
Not applicable
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(3) Filing party:
Not applicable
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(4) Date filed:
Not applicable
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INFORMATION STATEMENT
HAWKS INDUSTRIES, INC.
115 East 57th Street, Suite 1540
New York, N.Y. 10022
This information statement is circulated to advise the stockholders of
action proposed to be taken without a meeting upon the written consent of the
holders of a majority of the outstanding shares of the common stock of the
Company.
WE ARE NOT ASKING YOU FOR A PROXY AND YOU
ARE REQUESTED NOT TO SEND US A PROXY.
The matter upon which action is proposed to be taken is an amendment to the
Company's Articles of Incorporation to change the Company's name to Emex
Corporation. It is believed that the proposed new name is more appropriate than
the present one for the Company's present business activities, which consist
primarily of the exploration and development of mineral and energy natural
resources and the development of pertinent technologies to be used in that
context.
The date, time and place at which action is to be taken by written consent
on the matter to be acted upon, and at which consents are to be submitted, are
February 13, 2001, at 11:00 A.M. at 115 East 57th Street, Suite 1540, New York,
N.Y. 10022..
This information statement is being first sent or given to security holders
on approximately January 24, 2001.
A change in control of the Company took place on August 15, 2000. The names
of the persons who acquired such control were Universal Equities Consolidated,
LLC , a Nevada limited liability company (hereinafter sometimes "Universal"),
and Thorn Tree Resources, L.L.C., a Delaware limited liability company
(hereinafter sometimes "Thorn Tree"). The transaction which resulted in the
change in control was a private placement in which each of Universal and Thorn
Tree acquired 11,085,938 shares of common stock from the Company in exchange for
assets valued at $16,500,000. Each of Universal and Thorn Tree presently owns
approximately 47.63 percent of the voting securities of the Company. The
identities of the persons from whom control was acquired were Bruce A. Hinchey,
James E. Meador, Jr., and the Anne D. Zimmerman Revocable Trust. The source of
part of the consideration used by each of Universal and Thorn Tree, namely
$2,000,000 in each case, was a bank loan made in the ordinary course of
business. Certain of the shares were pledged to the bank as collateral pursuant
to agreements which do not give another person voting power or investment power
over such securities except for standard default and similar clauses customarily
included in loan agreements.
The class of securities entitled to vote on the matter to be acted upon is
common stock, of which the total amount presently outstanding is 23,328,364
shares, each share being entitled to one vote. The record date for determination
of the security holders entitled to vote or give consent is January 22, 2001.
The consent of the holders of a majority of the shares
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entitled to vote upon the matter is required for approval of the amendment.
The following table shows the beneficial ownership of the shares of the
Company as of the close of business on December 31, 2000 of each person known to
the Company to be the beneficial owner of more than 5 percent of any class of
the Company's voting securities:
<TABLE>
<CAPTION>
Name Amount
and Address and Nature of
Title of of Beneficial Beneficial Percent
Class Owner Ownership of Class
------- ------------ --------- --------
<S> <C> <C> <C>
Common Universal Equities Consolidated, LLC 11,110,938 sh. 47.63 %
Stock 115 East 57th St., N.Y., N.Y. 10022 See Note 1
Common Thorn Tree Resources, L.L.C. 11,110,938 sh.
Stock 888 7th Ave., N.Y. 10606 See Note 2. 47.63 %
</TABLE>
The following table shows the beneficial ownership of shares of each class
of equity securities of the Company or any of its parents or subsidiaries by
directors, by executive officers, and by directors and executive officers as a
group as of December 31, 2000:
<TABLE>
<CAPTION>
Amount
Name of and Nature of
Title of of Beneficial Beneficial Percent
Class Owner Ownership of Class
------- ------------ --------- --------
<S> <C> <C> <C>
Common Noel J. Brown 1,362 sh. 0.01 %
Stock Director
Common Vincent P. Iannazzo See Note 1 See Note 1
Stock Director
Common Milton E. Stanson See Note 1 See Note 1
Stock Vice Pres., Treas. & Dir.
Common David H. Peipers 6,477,121 sh. 27.77
Stock Director See Note 2 See Note 2
Common Rick J. Turturro 64,430 sh. 0.21 %
Stock Chief Financial Officer See Note 3 See Note 3
Common All directors and executive 17,659,301 sh. 75.70 %
Stock officers as a group See Note 3 See Note 3
</TABLE>
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(1) Universal Equities Consolidated, LLC is 100 % owned by Stanson & Iannazzo, a
New York partnership of which Milton E. Stanson and Vincent P. Iannazzo are the
sole members. In addition, Mr. Stanson individually is the beneficial owner of
3,250 shares of the Company, constituting 0.01 % of the Company's outstanding
shares, and Mr. Iannazzo individually is the sole beneficial owner of The
Buckingham Management Group, a Nevada limited liability company which owns 2,200
shares of the Company, constituting 0.01 % of the Company's outstanding shares.
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(2) Thorn Tree Resources, L.L.C. is owned (a) 50% by David H. Peipers
individually, (b) 30% by The Cornerhouse Limited Partnership, a Delaware limited
partnership of which Mr. Peipers is the general partner and of which he
beneficially owns 12.27%, and (c) 20% by The Winsome Limited Partnership, a
Delaware limited partnership of which Mr. Peipers is the general partner and of
which he beneficially owns 23.07%. The figure of 6,477,121 shares shown in the
second table constitutes the total of the above direct and indirect beneficial
interestes of Mr. Peipers in Thorn Tree Resources, L.L.C.
(3) Includes 57,442 shares held by or in custody for members of Mr. Turturro's
family, as to which he disclaims beneficial ownership.
None of the persons who have been directors or officers of the Company at
any time since the beginning of the last fiscal year, nor any associate of any
such persons, has any interest in the matter to be acted upon. No director of
the Company has informed the registrant in writing that he intends to oppose any
action to be taken by the Company. No proposals have been received from security
holders.
By Order of the Board of Directors
Stuart G. Schwartz
Secretary
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