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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. 1)(1)
AMERICAN SHARED HOSPITAL SERVICES
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(Name of Issuer)
Common Shares, without par value
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(Title of Class of Securities)
029595-10-5
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(CUSIP Number)
Richard Magary
American Shared Hospital Services
Four Embarcadero Center, Suite 3620
San Francisco, California 94111-4155
(415) 788-5300
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 6, 1995
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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 / /.
Check the following box if a fee is being paid with the 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 five percent or less 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.
(Continued on following pages)
(Page 1 of 6 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 other provisions of the Act (however, see
the Notes).
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SCHEDULE 13D
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CUSIP NO. 029595-10-5 PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ernest A. Bates, M.D.
SS# ###-##-####
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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
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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
Citizenship: United States
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7 SOLE VOTING POWER
2,666,000
NUMBER OF ------------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY
EACH ------------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 2,666,000
WITH
------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWED BY EACH REPORTING PERSON
2,666,000
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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)
40%
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14 TYPE OF REPORTING PERSON*
IN
- -------------------------------------------------------------------------------
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SCHEDULE 13D
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CUSIP NO. 029595-10-5 PAGE 3 OF 6 PAGES
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This Amendment No. 1 (this "Amendment") relates to the Statement on Schedule
13D (the "Statement") dated May 26, 1995 and filed with the Securities and
Exchange Commission on behalf of Ernest A. Bates, M.D. (the "Reporting Person")
with respect to the common shares, without par value (the "Common Shares"), of
American Shared Hospital Services (the "Company").
Item 3 is hereby amended to read in its entirety:
ITEM 3 SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
On October 6, 1995, upon approval of the Stock Option Agreement by the
shareholders of the Company at its 1995 annual meeting, the Company issued an
immediately exercisable option to acquire 1,495,000 Common Shares with an
initial exercise price of $0.01 per share to Dr. Bates in partial consideration
of his personal guarantee of $6,500,000 of new loans made to the Company (or
its affiliates) by a third party lender and his continued service to the
Company. No cash payment was made by Dr. Bates in connection with his receipt
of such option. Dr. Bates will use personal funds to pay for the Common Shares
upon exercise of the option.
Item 5 is hereby amended to read in its entirety:
ITEM 5 INTEREST IN SECURITIES OF THE ISSUER
(a) Dr. Bates beneficially owns 2,666,000 Common Shares, of which
1,495,000 are beneficially owned pursuant to an immediately
exercisable option. The total outstanding number of Common
Shares is 6,668,901 (which includes immediately exercisable
options and warrants giving the holders the right to acquire
up to an additional 929,500 Common Shares and Dr. Bates'
option for 1,495,000 Common Shares). Dr. Bates' ownership
represents 40% of the total outstanding Common Shares.
(b) Dr. Bates has the sole power to vote and dispose of the Common
Shares described in Item 5(a) as beneficially owned by him.
(c) On September 21, 1995, Dr. Bates transferred by gift (without
consideration) Common Shares held by him to the following
recipients in the respective amounts set forth: 7,000 shares
to The Johns Hopkins University; 7,000 shares to the
University of Rochester; 3,000 shares to the San Francisco
Ballet Association; and 3,000 shares to the UCSF Foundation
for the University of California at San Francisco Medical
Center. On October 6, 1995, the Company issued an immediately
exercisable option to acquire 1,495,000 Common Shares with an
initial exercise price of $0.01 per share to Dr. Bates in
partial consideration of his personal guarantee of $6,500,000
of new loans made to the Company (or its affiliates) by a
third party lender and his continued service to the Company.
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SCHEDULE 13D
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CUSIP NO. 029595-10-5 PAGE 4 OF 6 PAGES
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(d) Not applicable.
(e) Not applicable.
Item 6 is hereby amended to read in its entirety:
ITEM 6 CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER
On May 17, 1995, the Company completed the repurchase of
approximately 96% of its outstanding Senior Subordinated Notes,
which had been in default since October 1992, for a combination
of cash, Common Shares and Warrants to purchase Common Shares.
The repurchase of the Senior Subordinated Notes was the
culmination of a restructuring of the Company's indebtedness.
Funding for the repurchase was provided by two secured credit
facilities that permit borrowings up to $6,500,000. Dr. Bates
personally guaranteed the credit facilities. In partial
consideration of these guarantees and Dr. Bates' continued
service to the Company, the Company issued to Dr. Bates 184,000
Common Shares.
On October 6, 1995, upon obtaining shareholder approval, the
Company issued an option to purchase 1,495,000 Common Shares at
$0.01 per share to Dr. Bates in partial consideration of
individual guarantees of $6,500,000 of indebtedness of the
Company and Dr. Bates' continued service to the Company. As a
result of this option, Dr. Bates owns approximately 40% of the
outstanding Common Shares (which includes immediately exercisable
options and warrants giving the holders the right to acquire up
to an additional 929,500 Common Shares and Dr. Bates' option for
1,495,000 Common Shares).
ITEM 7 MATERIAL TO BE FILED AS EXHIBITS
Exhibit 1. American Shared Hospital Services Stock Option
Agreement for Ernest A. Bates, M.D., dated as of August 15, 1995.
(Incorporated by Reference to the Company's Proxy Statement,
Registration No. 1-8789)
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SCHEDULE 13D
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CUSIP NO. 029595-10-5 PAGE 5 OF 6 PAGES
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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 November 9, 1995 /s/ Ernest A. Bates, M.D.
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(Signature)
Ernest A. Bates, M.D.
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(Name)
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SCHEDULE 13D
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CUSIP NO. 029595-10-5 PAGE 6 OF 6 PAGES
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EXHIBITS
1. American Shared Hospital Services Stock Option Agreement
for Ernest A. Bates, M.D., dated as of August 15, 1995.
(Incorporated by Reference to the Company's Proxy
Statement, Registration No. 1-8789)
