<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
INTEK DIVERSIFIED CORPORATION
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
458134 10 3
(CUSIP Number)
THOMAS W. HOLM, ESQ., MORRISON & FOERSTER, 555 W. FIFTH STREET,
LOS ANGELES, CALIFORNIA 90013 (213) 892-5742
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
MAY 29, 1995
(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 [__].
Check the following box if a fee is being paid with this statement [__]. (A
fee is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of less than five percent of such class.
(See Rule 13d-7.)
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 Number 458134 10 3
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
Persons
Anglo York Industries, Inc.
2) Check the Appropriate Box if a Member of a Group (a) [__]
(b) [__]
3) SEC Use Only _________________________________________________________
4) Source of Funds* Not Applicable.
5) Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) [__]
6) Citizenship or Place of Organization
State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7) Sole Voting Power 1,102,049
8) Shared Voting Power
9) Sole Dispositive Power 1,102,049
10) Shared Dispositive Power
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,102,049
12) Check if the Aggregate Amount in Row (11) Excludes
Certain Shares* [__]
13) Percent of Class Represented by Amount in Row (11)
12.4%
14) Type of Reporting Person*
CO
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Unless otherwise expressly set forth herein, the responses contained
herein, including those on the cover page, are as of June 30, 1995.
Item 1. SECURITY AND ISSUER
This statement relates to the common stock, $.01 par value
per share, of INTEK Diversified Corporation, a Delaware corporation (the
"Company"). The principal executive offices of the Company are located at 970
West 190th Street, Suite 720, Torrance, California 90502.
Item 2. IDENTITY AND BACKGROUND
The person filing this statement is Anglo York Industries,
Inc. ("Anglo York"), a corporation organized under the laws of the state of
Delaware. The principal business of Anglo York is the holding of securities
issued by the Company. The address of Anglo York's principal office and
business is 261 Davenport Road, Suite 202, Toronto, Ontario M5R 1K3. The
executive officers and directors of Anglo York are as follows:
Vincent P. Paul, President and Director
Philip E. Brent, Secretary, Treasurer and Director
Anglo York is a wholly owned subsidiary of Anglo York
Industries Limited, a corporation organized under the laws of Ontario
("Limited"). Limited's principal business is industrial and commercial real
estate and land development. The outstanding voting securities of Limited are
equally beneficially owned by three children of Vincent Paul who have obtained
majority, (Deborah Brent, Vincent A. Paul, and Marina Andreis), and by one
minor child whose interest is held in Trust. Vincent Paul's wife, Nancy A.
Paul, is the Trustee of said Trust. Both Mr. and Mrs. Paul disclaim beneficial
ownership of the shares of the Company's common stock beneficially owned by any
of their adult children, and the shares held in trust for the minor child.
Anglo York has pledged 1,000,049 shares of the Company's
common stock to the Royal Bank of Canada ("Royal Bank") and 220,000 to Swiss
Bank Corporation (Canada)
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("Swiss Bank") in order to secure certain indebtedness of Anglo York. Of the
220,000 shares pledged to Swiss Bank, 118,000 have been sold as of May 31,
1995.
From June 1983 to the present, Mr. Paul has been Chairman of
the Board of Directors of Limited. Since July 1989, Mr. Paul has served as
President of Anglo York. Mr. Paul is a director of the Company, and was
President of the Company from June 26, 1992, to September 23, 1994.
Philip Brent has been a partner with the law firm of Brent &
Paul in Toronto, Canada, from 1987 to August 1993. From August 1993 to the
present, Mr. Brent has practiced law as a sole practitioner. Mr. Brent was a
Director of the Company from March 10, 1993, to September 23, 1994.
During the last five years, neither Anglo York nor any of the
executive officers or directors of Anglo York has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors), or was 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 laws or finding
any violation with respect to such laws.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Not Applicable.
Item 4. PURPOSE OF TRANSACTION
Anglo York had pledged 220,000 shares of the Company's common
stock to Swiss Bank to secure certain indebtedness of Anglo York. Anglo York
is currently in default under its loan agreement with Swiss Bank. In
connection with an agreement with Swiss Bank, Anglo York intends to sell all of
the shares pledged to Swiss Bank pursuant to a Rule 144 program in order to
eliminate its indebtedness to Swiss Bank. Pursuant to this Rule 144 program,
Anglo York intends to sell no more than 1% of the Company's outstanding shares
over
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any three-month period. As of May 31, 1995, Anglo York had sold 118,000 shares
of the Company's stock that had been pledged to Swiss Bank.
Anglo York has pledged 1,000,049 shares of the Company's
common stock to Royal Bank to secure certain indebtedness of Anglo York. Anglo
York is currently in default under its loan agreement with Royal Bank due to
Anglo York's failure to timely make payments due under the loan agreement.
Royal Bank has given Anglo York notice of this default. However, Royal Bank
has not exercised any of its rights under the loan agreement as a result of the
default.
Anglo York intends to reduce its indebtedness to Royal Bank.
Anglo York is considering selling its shares of the Company pursuant to a
similar Rule 144 program to accomplish this objective. If Anglo York decides
to sell the Company's shares pledged to Royal Bank, the amount of shares sold
and the frequency of sale will depend on then-existing market conditions,
subject to the volume limitations set forth above. However, Anglo York has no
formal commitment to sell any of these shares at this time.
Neither Anglo York, nor any of its executive officers or
directors (in their capacities as officers and directors of Anglo York),
besides the disclosures made above, has any plans or proposals which relate to
or would result in:
(a) The acquisition by any person of additional
securities of the Company, or the disposition of securities of the Company;
(b) An extraordinary corporate transaction, such as a
merger, reorganization or liquidation, involving the Company or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of
the Company or any of its subsidiaries;
(d) Any change in the present directors or management of
the Company, including, but not limited to, any plans or proposals to change
the number or term of directors or to fill any existing vacancies on the board
of directors;
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(e) Any material change in the present capitalization or
dividend policy of the Company;
(f) Any other material change in the Company's corporate
structure or business;
(g) Changes in the Company's charter, bylaws or
instruments corresponding thereto or other actions which may impede the
acquisition of control of the Company by any person;
(h) The class of securities of the Company becoming
delisted from a national securities exchange or ceasing to be authorized to be
quoted in an inter-dealer quotation system or of a registered national
securities association;
(i) A class of equity securities of the Company becoming
eligible for termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934; or
(j) Any actions similar to any of those enumerated above.
Item 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Anglo York beneficially owns 1,102,049 shares of the
common stock of the Company as of May 31, 1995. This ownership represents
approximately 12.4% of such class of securities outstanding as of the Company's
last filing with the Securities and Exchange Commission filed on May 15, 1995.
(b) With the exception of the 102,000 shares of the
Company's stock which Anglo York has agreed to sell pursuant to its agreement
with Swiss Bank, Anglo York has sole power to vote or to direct the vote and
the sole power to dispose of or to direct the disposition of the Company's
shares.
(c) The following transactions involving shares of the
Company have been effected during the sixty-day (60-day) period prior to May
29, 1995 by Anglo York. Each of the transactions listed below involved the
sale of the Company's shares by Anglo York. Further,
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each of the sales listed below was effected through an open market exchange on
the NASDAQ stock market. Anglo York's selling agent is BZW Canada Limited
("BZW"). BZW is located at 304 Bay Street, 9th Floor, Toronto, Ontario M5H
4A5.
TRANSACTIONS IN THE COMPANY'S SHARES
OVER THE LAST SIXTY DAYS
<TABLE>
<CAPTION>
DATE AMOUNT PRICE
---- ------ -----
<S> <C> <C>
March 21, 1995 5,000 sh $4.125/sh
March 27, 1995 10,000 sh $4.125/sh
April 6, 1995 10,000 sh $4.187/sh
April 12, 1995 10,000 sh $4.187/sh
April 28, 1995 5,000 sh $5.500/sh
May 18, 1995 5,000 sh $5.25/sh
May 18, 1995 5,000 sh $5.00/sh
May 18, 1995 10,000 sh $5.50/sh
May 23, 1995 7,500 sh $6.00/sh
May 23, 1995 2,500 sh $6.125/sh
May 25, 1995 18,000 sh $6.50/sh
May 29, 1995 20,000 sh $8.00/sh
May 29, 1995 10,000 sh $8.562/sh
</TABLE>
(d) No other person is known to have the right to receive
or the power to direct the receipt of dividends from, or the proceeds from the
sale of the Company's common stock beneficially owned by Anglo York.
(e) Not Applicable.
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Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER
In 1986, Anglo York pledged 1,000,049 shares of the Company's
common stock to Royal Bank as security for certain financing. Pursuant to a
Share Pledge Agreement dated July 29, 1986 between Anglo York and Royal Bank,
Royal Bank may, in the event of a default by Anglo York, exercise all rights in
and to the 1,000,049 shares, including the right to dispose of the shares.
Anglo York is currently in default under its loan agreement with Royal Bank.
However, Royal Bank has not exercised any of its rights under the Agreement
since Anglo York's default.
On March 1986, Anglo York pledged an aggregate of 220,000
shares of the Company's common stock to Swiss Bank. Anglo York is currently in
default under its loan agreement with Swiss Bank. Because of the default by
Anglo York, Swiss Bank may exercise all rights in and to the 102,000 shares
which remain pledged to Swiss Bank after Anglo York's recent sale of 118,000
shares of the Company's common stock, including the right to dispose of the
remaining 102,000 shares. Anglo York has agreed with Swiss Bank to reduce its
indebtedness to Swiss Bank by selling the remaining 102,000 shares that are
pledged to Swiss Bank pursuant to the Rule 144 program described above.
Except as otherwise set forth herein, there are no contracts,
arrangements, understandings or relationships (whether or not legally
enforceable) between Anglo York, Limited, any stockholder, executive officer or
director of the foregoing with respect to any securities of the Company,
including, but not limited to, those concerning the transfer or voting of any
such securities, joint ventures, loan or option arrangements, puts or calls,
guaranties of loans, guaranties against loss, or the giving or withholding of
proxies.
Item 7. MATERIAL TO BE FILED AS EXHIBITS
Not Applicable.
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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.
Date: July 3, 1995
Philip E. Brent s/s
-----------------------------------------
Philip E. Brent
Secretary, Anglo York Industries, Inc.
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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. ___)
INTEK DIVERSIFIED CORPORATION
(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
(Title of Class of Securities)
458134 10-3
(CUSIP Number)
ARTHUR J. LEIBELL, ESQ., 3225 AVIATION AVENUE, SUITE 501
MIAMI, FLORIDA 33133
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
DECEMBER 30, 1988
(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 [__].
Check the following box if a fee is being paid with this statement [_x_]. (A
fee is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of less than five percent of such
class.) (See Rule 13d-7.)
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 Number 458134 10-3 Page 2 of __ Pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
Persons
ANGLO YORK INDUSTRIES, INC.; VINCENT P. PAUL; NANCY A. PAUL; MARINA
ANDREIS; VINCENT A. PAUL; DEBORAH PAUL BRENT; PETER PAUL CORPORATION
2) Check the Appropriate Box if a Member of a Group (a) [__]
(b) [__]
3) SEC Use Only _________________________________________________________
4) Source of Funds Not Applicable.
5) Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) [__]
6) Citizenship or Place of Organization
State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7) Sole Voting Power 1,220,049 shares
8) Shared Voting Power -0-
9) Sole Dispositive Power 1,220,049 shares
10) Shared Dispositive Power -0-
11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,220,049 shares
12) Check if the Aggregate Amount in Row (11) Excludes
Certain Shares* [__]
13) Percent of Class Represented by Amount in Row (11)
39.9%
14) Type of Reporting Person*
CO IN
-- --
Peter Paul Corporation Vincent P. Paul; Nancy A. Paul;
Anglo York Industries, Inc. Marina Andreis; Vincent A. Paul;
Deborah Paul Brent
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Unless otherwise expressly set forth herein, the responses contained
herein, including those on the cover page, are as of December 30, 1988.
Item 1. SECURITY AND ISSUER
This statement relates to the common stock, $.01 par value
per share, of INTEK Diversified Corporation, a Delaware corporation (the
"Company"). The principal executive offices of the Company are located at 5800
West Jefferson Boulevard, Los Angeles, California 90016.
Item 2. IDENTITY AND BACKGROUND
The person filing this statement is Anglo York Industries,
Inc. ("Anglo York"), a corporation organized under the laws of the state of
Delaware, Vincent P. Paul, Nancy A. Paul, Deborah Paul Brent, Vincent A. Paul
and Marina Andreis.
The principal business of Anglo York is the holding of
securities issued by the Company.
The address of Anglo York's principal office and business is
Suite 100, 99 Scarsdale Road, Don Mills, Ontario M3B 2R2, Canada.
The executive officers and directors of Anglo York are as
follows:
Vincent P. Paul, President and Director
Philip E. Brent, Secretary, Treasurer and Director
Harold H. Davis, Director
In addition to the foregoing, the present principal
occupation or employment of each executive officer and director of Anglo York
and each executive officer and director of any corporation ultimately in
control of Anglo York and any other natural person filing this statement and
the principal business and address of any corporation or other organization in
which such occupation or employment is conducted are set forth below. All
natural persons named below are citizens of Canada and, unless otherwise noted,
the business corporation or organization is 99 Scarsdale Road, Don Mills,
Ontario, M3B 2R2 Canada.
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Vincent P. Paul is Chairman of the Board of Directors of the
Company and the President and Chief Executive officer and Director of Corporate
Properties Limited, a Canadian land development corporation ("Properties").
Mr. Paul is also the Chairman of the Board of Directors of Anglo York
Industries Limited ("Limited"), whose principal business is industrial and
commercial real estate and land development and the Chief Financial Officer and
Vice Chairman of the Board of Directors of Saynor Varah, Inc., ("SVI") whose
principal business is the distribution of electronic parts. Mr. Paul is also a
Vice President of Peter Paul Corporation, Inc., a Texas land development
corporation ("PPCI"). The business address of PPCI is 505 Ryan Plaza,
Arlington, Texas 76011.
Philip E. Brent is engaged in the practice of law and is a
member of the firm of Brent & Paul, Barristers and Solicitors, which firm's
principal business is the practice of law. Mr. Brent is also the Secretary and
a Director of Limited and PPCI.
Harold H. Davis is the President, a Director and the Chief
Executive Officer of the Company and the President of the Company's wholly
owned subsidiary, Olympic Plastics Company ("Olympic"). The principal business
address of both such companies is 5800 West Jefferson Boulevard, Los Angeles,
California 90016. The principal business of the Company is the holding of
securities issued by its subsidiaries. The principal business of Olympic is
the fabrication and sale of plastic products designed to governmental and
military specifications. Mr. Davis is also the President of IMCS, Inc., a
wholly owned subsidiary of the Company ("IMCS"). The principal business of
IMCS is the manufacture of electrostatic simulation and testing systems and its
principal business address is 301 Coronado Drive, Santa Clara, California
95054. Mr. Davis is a Director and Executive Vice-President of Properties.
Nancy A. Paul, the spouse of Vincent P. Paul is a self
employed interior designer.
Deborah Paul Brent, the spouse of Philip E. Brent, has been
engaged in the practice of law and is a member of the firm of Brent & Paul and
is the President and a Director of PPC.
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Vincent A. Paul is the Treasurer and a Director of PPC.
Mr. Paul is the Secretary of SVI and the President of PPCI.
Marina Andreis is the Secretary and a Director of PPC and a
Partner in Benetton, a closing store. Benetton's business address is 102 Bloor
Street West, Toronto, Ontario. Ms. Andreis is also the President of Corporate
Realty Services Limited, a licensed real estate brokerage firm.
All of the outstanding common stock of Anglo York is owned by
Limited. At December 30, 1988, Limited was a majority owned subsidiary of PPC.
The outstanding voting securities of PPC were equally beneficially owned by
Marina Andreis, Deborah Paul Brent and Vincent A. Paul, each of whom has
obtained majority, and by one minor child whose interest is held in Trust by
Nancy A. Paul. The foregoing are children of Vincent P. Paul. Vincent P. Paul
and Nancy A. Paul, may be deemed to beneficially own the shares of the
Company's common stock beneficially owned by their minor child. Both Mr. and
Mrs. Paul disclaim any beneficial ownership in the Shares beneficially owned by
Marina Andreis, Deborah Paul Brent and Vincent A.. Paul. In 1990, PPC and
Limited entered into an amalgamation, pursuant to which Limited is the
surviving corporation. Certain of the foregoing named individuals held
positions with Limited on December 30, 1988.
During the last five years, none of the persons filing this
statement or PPC, or any of the executive officers or directors of any such
corporations has been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors), or was 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 laws or finding any violation with respect to
such laws.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
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The acquisition being reported hereunder was pursuant to a
reorganization with the Company's former parent, INTEK Diversified Corporation,
a Massachusetts corporation ("INTEK Massachusetts"). All of the previously
outstanding shares of Common Stock of INTEK Massachusetts were automatically
converted into the same number of shares of Common Stock of the Company.
Item 4. PURPOSE OF TRANSACTION
The acquisition was a result of corporate action.
None of the persons filing this statement or, to the best of
their knowledge, PPC, or any of their executive officers or directors, has any
plans or proposals which relate to or would result in:
(a) The acquisition by any person of additional
securities of the Company, or the disposition of securities of the Company;
(b) An extraordinary corporate transaction, such as a
merger, reorganization or liquidation, involving the Company or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of
the Company or any of its subsidiaries;
(d) Any change in the present directors or management of
the Company, including, but not limited to, any plans or proposals to change
the number or term of directors or to fill any existing vacancies on the board
of directors;
(e) Any material change in the present capitalization or
dividend policy of the Company;
(f) Any other material change in the Company's corporate
structure or business;
(g) Changes in the Company's charter, bylaws or
instruments corresponding thereto or other actions which may impede the
acquisition of control of the Company by any person;
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(h) A class of securities of the Company becoming
delisted from a national securities exchange or ceasing to be authorized to be
quoted in an inter-dealer quotation system or of a registered national
securities association;
(i) A class of equity securities of the Company becoming
eligible for termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934; or
(j) Any actions similar to any of those enumerated above.
Item 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Anglo York beneficially owns 1,220,049 shares of the
common stock of the Company which represents approximately 39.9% of such class
of securities outstanding as of December 30, 1988.
Vincent P. Paul and Nancy A. Paul may each be deemed to
beneficially own approximately 201,308 shares of the Common Stock of the
Company which represents approximately 6.6% of such class of securities
outstanding as of December 30, 1988.
Harold H. Davis may be deemed to beneficially own 13,000
shares of the Common Stock of the Company which represented less than 1% of
such class of securities outstanding as of December 30, 1988. Such amount
includes 12,000 shares which Mr. Davis had the option to acquire within 60 days
from December 30, 1988, but does not include 8,000 shares which Mr. Davis had
the option to acquire subsequent to 60 days from such date.
Deborah Paul Brent, Vincent A. Paul and Marina Andreis, the
adult children of Vincent P. Paul may each be deemed to beneficially own
approximately 201,308 shares of the Common Stock of the Company, or 6.6% of
such class of securities outstanding as of December 30, 1988.
Reference is made to the response to Item 2 hereof.
(b) Anglo York and Harold H. Davis have the sole power to
vote or direct the vote and the sole power to dispose of or direct the
disposition of the shares of the Company's
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common stock beneficially owned by each of them. None of the other persons
named in paragraph (a) has any such power except in their official capacities
as set forth above.
(c) There have been no transaction in the Shares that
were effected during the 60 day period prior to December 30, 1988, by any
person named in the response to paragraph (a) of this Item 5.
(d) No other person is known to have the right to receive
or the power to direct the receipt of dividends from, or the proceeds from the
sale of the Company's Common Stock beneficially owned by those persons named in
response to paragraph (a).
(e) Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER
In 1986, Anglo York loaned an aggregate of 1,049,000 shares
of the Company's Common Stock to Limited which shares were pledged to Royal
Bank as security for certain financing. Pursuant to a Share Pledge Agreement
dated July 29, 1986 between Limited and Royal Bank, Royal Bank may, in the
event of a default by Limited, exercise all rights in and to the 1,000,049
shares, including the right to dispose of the shares.
On March 1986, Anglo York loaned an aggregate of 220,000
shares of the Company's Common Stock to Limited which shares were pledged to
Swiss Bank Corporation (Canada) (the "Pledgee"). In the event of default by
Limited, the Pledges may exercise all rights in and to the 220,000 shares,
including the right to dispose of the shares.
In the event that Limited defaults in the repayment of any of
the above-described indebtedness, the respective lenders may acquire the shares
of the Company's Common Stock pledged thereto by Limited and, as a result
thereof, a change in control of the Company may occur. Anglo York has been
advised by Limited that, as of December 30, 1988, no such defaults have
occurred and none were contemplated.
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Except as otherwise set forth herein, there are no contracts,
arrangements, understandings or relationships (whether or not legally
enforceable) between Anglo York, Limited, any stockholder, executive officer or
director of the foregoing with respect to any securities of the Company,
including, but not limited to, those concerning the transfer or voting of any
such securities, joint ventures, loan or option arrangements, puts or calls,
guaranties of loans, guaranties against loss, or the giving or withholding of
proxies.
Item 7. MATERIAL TO BE FILED AS EXHIBITS
(a) Definitive Proxy Statement and Form of Proxy of INTEK
Massachusetts dated November 14, 1988.
(b) Agreement of April 21, 1990 by and between Vincent P.
Paul, Vincent A. Paul, Nancy A. Paul, Deborah Paul Brent and Marina Andreis.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief,
we certify that the information set forth in this statement is true, complete
and correct.
ANGLO YORK INDUSTRIES, INC.
April 21, 1990 By:
----------------------------------
(Signature)
Vincent P. Paul
----------------------------------
President
(Name and Title)
PETER PAUL CORPORATION
By:
----------------------------------
Deborah P. Brent, President Anglo
York Industries, Limited Successor
to Peter Paul Corporation
By:
----------------------------------
Deborah P. Brent
By:
----------------------------------
Vincent P. Paul
By:
----------------------------------
Nancy A. Paul
By:
----------------------------------
Vincent A. Paul
By:
----------------------------------
Marina Andreis
10
