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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION ----------------------------
Washington, DC 20549 OMB APPROVAL
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SCHEDULE 13D OMB Number: 3235-0145
Under the Securities Exchange Act of 1934 Expires: October 31, 2002
(Amendment No. 1)* Estimated average burden
hours per response......14.9
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Ranger Industries, Inc.
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(Name of Issuer)
Common Stock, par value $0.01
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(Title of Class of Securities)
75907105
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(CUSIP Number)
John N. Turitzin
Paul, Hastings, Janofsky & Walker LLP
399 Park Avenue
New York, New York 10022
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 29, 2000
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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 that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. [_]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 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).
SEC 1746 (2-98) Potential persons who are to respond to the collection of
information contained in this form are not required to respond
unless the form displays a currently valid OMB control number.
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CUSIP No.
________________________________________________________________________________
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only).
Morton E. Handel
________________________________________________________________________________
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [x]
________________________________________________________________________________
3. Sec Use Only
________________________________________________________________________________
4. Source of Funds (See Instructions)
PF, OO
________________________________________________________________________________
5. Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) [_]
________________________________________________________________________________
6. Citizenship or Place of Organization
United States
________________________________________________________________________________
7. Sole Voting Power
480,000
________________________________________________________________
Number of 8. Shared Voting Power
Shares
Beneficially 0
Owned by ________________________________________________________________
Each 9. Sole Dispositive Power
Reporting
Person 480,000
With ________________________________________________________________
10. Shared Dispositive Power
0
________________________________________________________________________________
11. Aggregate Amount Beneficially Owned by Each Reporting Person
480,000
________________________________________________________________________________
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) [_]
________________________________________________________________________________
13. Percent of Class Represented by Amount in Row (11)
9.1%
________________________________________________________________________________
14. Type of Reporting Person (See Instructions)
IN
________________________________________________________________________________
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Amendment No. 1 to Schedule 13D
This amends the Schedule 13D dated August 13, 1998 (the "Schedule
13D") by Morton E. Handel with respect to the Common Stock, $0.01 par value (the
"Common Stock") of Ranger Industries, Inc., a Connecticut corporation ("Ranger"
or the "Company"). Notwithstanding this Amendment No. 1, the Schedule 13D speaks
as of its date. Capitalized terms used herein without definition have the
meanings ascribed to them in the Schedule 13D.
I. Item 3 of the Schedule 13D, "Source and Amount of Funds or Other
Consideration," is hereby amended to include the following:
"In May 2000, the Company received a distribution from the product
liability trust created in connection with the Company's emergence from
bankruptcy in 1990. In accordance with Mr. Handel's employment agreement, this
distribution caused Mr. Handel to become immediately vested in all unvested
Employment Shares."
II. Item 4 of the Schedule 13D, "Purpose of Transaction," is hereby
amended to include the following:
"On December 29, 2000, Bumgarner Enterprises, Inc., a Florida
corporation ("Bumgarner"), launched a tender offer for the purchase of up to
4,225,000 of the 5,278,644 outstanding shares of Ranger for $2.00 per share (the
"Tender Offer"). Mr. Handel has agreed to tender, and to cause his assigns to
tender, in the Tender Offer all shares of the Common Stock of the Company held
by him or his assigns, directly or indirectly. In addition, pursuant to the
Agreement to Purchase Shares, dated December 29, 2000, by and between Bumgarner
and Mr. Handel, Bumgarner has agreed to purchase all shares held, directly or
indirectly, by Mr. Handel or his assigns, which are tendered in the Tender Offer
but not purchased because of proration, at a price of $2.00 per share (the
"Stock Purchase Agreement"). That purchase will be made simultaneously with the
closing of the Tender Offer. Mr. Handel has agreed to resign as a director of
the Company as of the closing of the Tender Offer."
III. Items 5(a), 5(b) and 5(c) of the Schedule 13D, "Interest in
Securities of the Issuer," are hereby amended and restated in their entirety as
follows:
"(a) Mr. Handel owns an aggregate of 480,000 shares (9.1% of total
outstanding shares) of the Common Stock of the Company.
"(b) Mr. Handel has sole voting power and sole dispositive power with
respect to all 480,000 shares (9.1%) owned by him. The Irma and Morton Handel
Foundation, Inc. owns an additional 218,167 shares (4.1%) of Common Stock. See
Item 5(c) below. Mr. Handel disclaims beneficial ownership of the shares held by
the Irma and Morton Handel Foundation, Inc.
"(c) On December 31, 2000 Mr. Handel contributed 218,167 shares of
Common Stock to the Irma and Morton Handel Foundation, Inc., a Connecticut
not-for-profit corporation of which Mr. Handel and his wife are two of the three
directors and Mr. Handel is the president. Except for the transfer of 218,167
shares of Common Stock to the Irma and Morton Handel Foundation, Inc., Mr.
Handel has not engaged in any transactions with respect to shares of the Company
in the last 60 days.
"The percentages above are based upon 5,278,644 shares outstanding as
of March 3, 2000 as reported on the Company's Annual Report, a Form 10QSB for
the quarter ended September 30, 2000."
IV. Item 6 of the Schedule 13D, "Contracts, Arrangements,
Understandings, or Relationships with Respect to Securities of the Issuer," is
hereby amended and restated in its entirety as follows:
"Except for the Stock Purchase Agreement, there are no contracts,
arrangements, understandings or relationships (legal or otherwise) between Mr.
Handel and any other person with respect to any securities of the Company,
including but not limited to transfer or voting of any such securities, finders'
fees, joint ventures, loan or option arrangements, puts or calls, guarantees of
profits, division of profits or loss, or the giving or withholding of proxies."
V. Item 7 of the Schedule 13D, "Material to be Filed as Exhibits," is
hereby amended to include the following:
"Stock Purchase Agreement, dated as of December 29, 2000, by and
between Bumgarner Enterprises, Inc. and Morton Handel, incorporated herein by
reference to Exhibit 99(d)(6) of the Schedule TO-T filed December 29, 2000 by
Bumgarner with respect to the Tender Offer."
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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.
Dated: January 4, 2001 /s/ Morton E. Handel
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Morton E. Handel
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