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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. 5)*
Detection Systems, Inc.
-----------------------
(Name of Issuer)
Common Stock, $.05 Par Value
----------------------------
(Title of Class of Securities)
250644101
---------
(CUSIP Number)
Chris Sharng
Ultrak, Inc.
1301 Waters Ridge Drive
Lewisville, Texas 75057
(972) 353-6500
--------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 11, 2000
--------------------------------------------------------------------------------
(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 ss.ss. 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 ss. 240.13d-7(b) 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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SCHEDULE 13D
------------------- -----------------
CUSIP No. 250644101 Page 2 of 6 Pages
------------------- -----------------
----------- --------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ultrak, Inc. (NASDAQ NMS - ULTK)
75-2626358
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
BK; WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, U.S.A.
--------------------- --------- ------------------------------------------------
7 SOLE VOTING POWER
100
--------- ------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 1,335,000
OWNED BY EACH
REPORTING --------- ------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
100
--------- ------------------------------------------------
10 SHARED DISPOSITIVE POWER
1,335,000
----------- --------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,335,100
----------- --------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
----------- --------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21 %
----------- --------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
CO
----------- --------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
Page 2 of 6
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SCHEDULE 13D
------------------- -----------------
CUSIP No. 250644101 Page 3 of 6 Pages
------------------- -----------------
----------- --------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Security Warranty, Inc.
----------- --------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
----------- --------------------------------------------------------------------
3 SEC USE ONLY
----------- --------------------------------------------------------------------
4 SOURCE OF FUNDS*
BK; WC
----------- --------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Texas, U.S.A.
--------------------- --------- ------------------------------------------------
7 SOLE VOTING POWER
0
--------- ------------------------------------------------
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 1,335,000
OWNED BY EACH
REPORTING --------- ------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
--------- ------------------------------------------------
10 SHARED DISPOSITIVE POWER
1,335,000
----------- --------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,335,000
----------- --------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
----------- --------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21 %
----------- --------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
CO
----------- --------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
Page 3 of 6
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This Amendment No. 5 to Schedule 13D relates to the common stock, $0.05 par
value ("DETC Common Stock"), of Detection Systems, Inc., a New York corporation
(the "Issuer"). This Amendment No. 5 amends the Schedule 13D, as amended (the
"Schedule 13D"), of Ultrak, Inc. This statement also constitutes the Schedule
13D of Security Warranty, Inc., a wholly-owned subsidiary of Ultrak, Inc., to
which Ultrak transferred ownership of all but 100 shares of the DETC Common
Stock previously held by it directly, as detailed below. Capitalized terms used
in this Amendment No. 5 but not otherwise defined have the meaning ascribed to
them in the Schedule 13D.
Item 2. Identity and Background
-------------------------------
Item 2 of the Schedule 13D is hereby deleted in its entirety and replaced
with the following:
(a) The name of the persons filing this Statement are Ultrak, Inc., a
Delaware corporation ("Ultrak"), and Security Warranty, Inc., a wholly-owned
subsidiary of Ultrak and a Texas corporation ("Security Warranty" and, together
with Ultrak, the "Reporting Persons"). Information concerning the officers and
directors of the Reporting Persons is attached hereto as Exhibit A.
(b) The principal offices of the Reporting Persons are located at 1301
Waters Ridge Drive, Lewisville, Texas 75057.
(c) The principal business of Ultrak is the design, manufacture, marketing
and provision of services for innovative electronic products and systems for the
security and surveillance, industrial and medical video, and professional audio
markets. The principal business of Security Warranty is the sale of extended
warranty contracts directly to consumers who have previously purchased Ultrak
products.
(d) During the last five (5) years, neither the Reporting Persons nor, to
the best knowledge of the Reporting Persons, any of the directors or executive
officers of either of the Reporting Persons, has been convicted in any criminal
proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five (5) years, neither the Reporting Persons nor, to
the best knowledge of the Reporting Persons, any of the directors or executive
officers of the Reporting Persons, has been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction resulting in or
subjecting such party or parties 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 4. Purpose of Transaction
------------------------------
The litigation between Ultrak and the Issuer referred to in Amendment No. 4
to the Schedule 13D has been resolved. The Issuer amended the golden parachute
agreements at issue and asked the court to declare the lawsuit moot. Because its
goal had been substantially achieved, Ultrak voluntarily withdrew the lawsuit
with the approval of the court.
On December 11, 2000, the Issuer announced that it had signed a definitive
agreement to be acquired by Robert Bosch GmbH for $18 per share in cash. Ultrak
announced later that day that it had suspended its solicitation of proxies for
the Issuer's 2000 Annual Meeting of Shareholders in light of the announced
transaction and the delay of that meeting by Detection Systems. Ultrak's press
release announcing the suspension of its solicitation of proxies is attached
hereto as Exhibit B.
Except as indicated above, the information set forth in Item 4 of the
Schedule 13D remains unchanged.
Page 4 of 6
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Item 5. Interest in Securities of the Issuer
--------------------------------------------
Paragraphs (a) and (b) of Item 5 of the Schedule 13D are hereby deleted in
their entirety and replaced with the following:
(a) The aggregate number of shares of DETC Common Stock directly owned by
Security Warranty is 1,335,000, which represents 21% of the 6,333,448 shares
reported by the Issuer to be outstanding as of November 8, 2000. Ultrak may be
deemed to be the indirect beneficial owner of such 1,335,000 shares as a result
of its being the holder of all outstanding shares of Security Warranty's common
stock. Ultrak previously had direct ownership of such 1,335,000 shares until its
transfer of such shares to Security Warranty, which became effective on December
1, 2000. Ultrak remains the direct owner of 100 shares of DETC Common Stock.
(b) Security Warranty and Ultrak share voting and dispositive power over
1,335,000 shares of DETC Common Stock. Ultrak has sole voting and dispositive
power over 100 shares of DETC Common Stock.
Except as indicated above, the information set forth in Item 5 of the
Schedule 13D remains unchanged.
Item 7. Material to be Filed as Exhibits
----------------------------------------
The following exhibits are filed hereto:
Exhibit A Information concerning officers and directors of Ultrak, Inc. and
Security Warranty, Inc.
Exhibit B: Ultrak, Inc. Press Release, dated December 11, 2000
Exhibit C Joint Filing Agreement, dated as of December 21, 2000, between
Ultrak, Inc. and Security Warranty, Inc.
Page 5 of 6
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SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: December 21, 2000
ULTRAK, INC.
By: /s/ Chris Sharng
------------------------------
Name: Chris Sharng
Title: Secretary
SECURITY WARRANTY, INC.
By: /s/ Chris Sharng
------------------------------
Name: Chris Sharng
Title: Secretary
Page 6 of 6
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EXHIBIT INDEX
Exhibit Title
------- -----
Exhibit A Information concerning officers and directors of Ultrak, Inc. and
Security Warranty, Inc.
Exhibit B: Ultrak, Inc. Press Release, dated December 11, 2000
Exhibit C: Joint Filing Agreement, dated as of December 21, 2000, between
Ultrak, Inc. and Security Warranty, Inc.
