UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
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SCHEDULE 13D
(RULE 13D-101)
INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT
TO 13D-1(A) AND AMENDMENTS THERETO FILED
PURSUANT TO 13D-2(A)
(AMENDMENT NO. __)1
EQUIDYNE CORPORATION
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(Name of Issuer)
COMMON STOCK, $.10 PAR VALUE
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(Title of Class of Securities)
29442R 10 5
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(CUSIP Number)
JIM FUKUSHIMA 17662 IRVINE BLVD. SUITE #20 TUSTIN, CA 92780
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
NOVEMBER 15, 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 13d-1(a) for other parties to whom copies are to
be sent.
Page 1 of 5 Pages
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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 or otherwise subject to the liabilities of that
section of the Act but shall be subject to all provisions of the Act
(however, see the Notes).
<PAGE>
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CUSIP NO. 29442R 10 5 PAGE 2 OF 5 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Jim Fukushima
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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*
PF WC
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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
USA
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7 SOLE VOTING POWER
NUMBER OF 1,300,000 shs. (including 500,000 shares
underlying options and warrants)
SHARES
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 1,000,000 shs (including 500,000 shares
underlying options)
EACH
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REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH 1,300,000 shs. (including 500,000 shares
underlying options and warrants)
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10 SHARED DISPOSITIVE POWER
1,000,000 shs (including 500,000 shares
underlying options)
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,300,000 shs. (including 1,000,000 shares
underlying options and warrants)
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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)
14.8%
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14 TYPE OF REPORTING PERSON*
IN
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2
<PAGE>
ITEM 1. SECURITY AND ISSUER
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The class of equity securities to which this initial filing
relates is the common stock, $.10 par value per share (the "Common Stock"), of
Equidyne Corporation (formerly American Electromedics Corp.), a Delaware
corporation (the "Company"). The Company has its principal executive offices at
13 Columbia Drive, Suite 5, Amherst, New Hampshire 03031.
ITEM 2. IDENTITY AND BACKGROUND
-----------------------
(a) The person filing this statement is Jim Fukushima.
(b) Mr. Fukushima's address is 17662 Irvine Blvd. Suite #20,
Tustin, CA 92780.
(c) Mr. Fukushima's principal occupation is President of HNS
International, Inc. ("HNS"), which is engaged in the
distribution of medical and automotive products. Mr. Fukushima
is the sole stockholder of HNS.
(d) During the last five years Mr. Fukushima has not been convicted
in a criminal proceeding.
(e) During the last five years Mr. Fukushima was not a party to
any civil proceeding of a judicial or administrative body of
competent jurisdiction.
(f) Mr. Fukushima is a Japanese citizen and a permanent resident of
the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
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Personal funds of Mr. Fukushima and working capital of HNS were used in
for their respective purchases of the Company's securities. In April 1999, HNS
purchased 500,000 shares of Common Stock and warrants for the purchase of
500,000 shares of Common Stock for $500,000. In November 1999, Mr. Fukushima
purchased 800,000 shares of Common Stock and warrants for the purchase of
300,000 shares of Common Stock for $400,000. The options held by Mr. Fukushima
were granted to him in his positions as Director and Vice Chairman of the
Company.
ITEM 4. PURPOSE OF TRANSACTION
----------------------
Mr. Fukushima initially acquired an equity interest in the Company upon
HNS becoming the exclusive distributor of the Company's Injex System throughout
Japan and Asia. In September 1999, Mr. Fukushima was elected to the Company's
Board of Directors and was issued a five year option to purchase 50,000 shares
of Common Stock exercisable after six months. In October 1999, Mr. Fukushima was
elected Vice Chairman of the Company and was granted a five year option to
purchase 200,000 shares of the Company's Common Stock. On November 15, 1999, Mr.
Fukushima decided to increase his interest in the Company by the purchase of
800,000 shares of Common Stock and warrants to purchase up to 300,000 shares of
Common Stock from the Company, as part of an investment in the Company and in
its German subsidiary.
Except as set forth above, Mr. Fukushima has no plans or proposals to
engage in any transactions specified in paragraphs (a) through (j) of this Item;
although he may consider one or more such transactions in the future or purchase
or sell, either separately or with others, the Company's securities, depending
upon factors then existing, such as the market for the Company's Common Stock
and the Company's then prospects.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
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3
<PAGE>
(a) Mr. Fukushima is the direct beneficial owner of 1,300,000
shares of Common Stock, which amount includes presently
exercisable options to purchase 200,000 shares of Common Stock
at an exercise price of $1.90 per share expiring in October
2004 and warrants to purchase 300,000 shares of Common Stock at
an exercise price of $2.00 per share expiring in November 2002,
and excludes options for the purchase of 50,000 shares at an
exercise price of $1.09 per share exercisable commencing in
March 2000 and expiring in September 2004. HNS owns 500,000
shares of the Company's Common Stock and warrants to purchase
an additional 500,000 shares at an exercise price of $2.50 per
share expiring in April 2002. These securities represent
approximately 14.8% of the Common Stock outstanding at
November 22, 1999, as reported in the Company's proxy statement,
dated December 2, 1999.
(b) Mr. Fukushima has sole voting and dispositive power for the
1,300,000 shares of Common Stock listed in Item 5(a) . Mr.
Fukushima is the sole stockholder of HNS which beneficially
owns 1,000,000 shares of Common Stock listed in Item 5(a). Mr.
Fukushima has shared voting and dispositive power over the
shares of Common Stock owned by HNS.
(c) On November 15, 1999, Mr. Fukushima privately purchased from
the Company 800,000 shares of Common Stock of the Company at
$.50 per share and warrants to purchase up to 300,000 shares
of Common Stock at an exercise price of $2.00 per share.
(d) HNS, a corporation of which Mr. Fukushima is the sole
stockholder, is the beneficial owner of 500,000 shares of the
Company's Common Stock and warrants to purchase 500,000 shares
of Common Stock and has the right to receive or direct the
receipt of dividends from or proceeds from the sale of such
shares.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS AND UNDERSTANDINGS
------------------------------------------
N/A
ITEM 7. MATERIAL FILED AS EXHIBITS
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N/A
4
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of my knowledge, I certify
that the information set forth in the statement is true, complete and correct.
Date: January 7, 2000
/s/ Jim Fukushima
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Jim Fukushima
5
