<PAGE> 1
SCHEDULE 13D
(RULE 13d-101)
Information to be Included in Statements Filed Pursuant to Rule 13d-1(a) and
Amendments Thereto Filed Pursuant to Rule 13d-2(a)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
NET-COIL SYSTEMS CORPORATION
- --------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
- --------------------------------------------------------------------------------
(Title of Class of Securities)
590850-10-3
- --------------------------------------------------------------------------------
(CUSIP Number)
DR. MICHAEL J. NONNENMANN
2513 24TH STREET, ROCK ISLAND, ILLINOIS 61201 (309)794-9365
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
FEBRUARY 15, 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 Rule 13d-1(e), 13d-1(f) or 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 Rule
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).
Page 1 of 5 Pages
<PAGE> 2
CUSIP NO. 590850-10-3 13D PAGE 2 OF 5 PAGES
--------------------- -- --
- --------------------------------------------------------------------------------
1 NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY)
Dr. Michael J. Nonnenmann ###-##-####
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
(a) [ ]
Not Applicable (b) [ ]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
PF
- --------------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) OR 2(e) [ ]
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
285,855
SHARES -----------------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
-0-
OWNED BY EACH -----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
REPORTING
285,855
PERSON -----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
-0-
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
285,855
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (See Instructions) [ ]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.1%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
IN
- --------------------------------------------------------------------------------
<PAGE> 3
CUSIP 590850-10-3 13D PAGE 3 OF 5 PAGES
Pursuant to Rule 13d-1 (a) of Regulation 13D promulgated under the
Securities Exchange Act of 1934, as amended, the undersigned hereby files this
Schedule 13D Statement (the "Schedule 13D").
ITEM 1 SECURITY AND ISSUER
(a) Title and Class of Securities:
Common Stock
(b) Name of Issuer:
Met-Coil Systems Corporation
(c) Address of Executive Offices of Issuer:
5486 Sixth Street SW
Cedar Rapids, IA 52404
ITEM 2 IDENTITY AND BACKGROUND
(a) Name:
Dr. Michael J. Nonnenmann
(b) Residence Address:
10111 35th Street West
Rock Island, Illinois 61201
(c) Present Occupation and Business Address:
Orthodontist
2513 24th Street
Rock Island, Illinois 61201
(d) Criminal Proceedings:
The Reporting Person has not been convicted in a
criminal proceeding (excluding traffic violations
or similar misdemeanors) during the past five
year.
(e) Civil Proceedings:
During the past five years, the Reporting Person
has not been a party to a civil proceedings of a
judicial or administrative body of competent
jurisdiction.
(f) Citizenship:
United States
<PAGE> 4
CUSIP 590850-10-3 13D PAGE 4 OF 5 PAGES
ITEM 3 SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
(i) The Reporting Person used personal Funds to
acquire 199,270 shares of Common Stock
(ii) The reporting person used Personal Funds to
acquire 23,000 shares of Preferred Stock
(exercisable for 69,000 shares of common stock).
Exercised for 69,000 shares of common stock.
(iii) The reporting person was granted 3,547 shares of
common stock through the Company's Non-Employee
Directors Stock Plan (Directors Plan)
(iv) The reporting person acquired 707 shares of
common stock through the companies Non-Employee
Directors Stock Purchase Plan.
(v) The reporting person acquired 16,878 shares of
common stock through the companies Non-Employee
Directors Deferred Compensation and Performance
Unit Plan.
ITEM 4 PURPOSE OF TRANSACTION
Investment purposes only.
ITEM 5 INTEREST IN SECURITIES OF ISSUER
(a) Number of Percentage of Securities held by Reporting
Person:
The Reporting Person has acquired directly 3,547
shares of Common Stock. This number includes 3547 shares
of common stock which reporting person acquired under the
Directors Plan. These 3547 shares are entirely non-vested
and the reporting person is prohibited from transferring
or otherwise disposing of.
23,000 shares of Preferred Stock (exercisable for
69,000 shares of Common Stock) of the Issuer was acquired
directly by the reporting person.
These holding are deemed to constitute 7.1 % of the
Issuer's outstanding Common Stock in the aggregate
(assuming conversion of the 23,000 shares of Preferred
Stock).
(b) Voting Power and Power to Dispose of Securities:
Number of shares as to which the Reporting Person has:
(i) sole power to vote or to direct the vote:
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the
disposition of :
(iv) shared power to dispose or to direct the
disposition of: 0
ITEM 6 CONTRACTS, ARRANGEMENTS, UNDERSTANDING OR RELATIONSHIP
WITH RESPECT TO SECURITIES OF THE ISSUER
Not Applicable
ITEM 7 MATERIALS TO BE FILED AS EXHIBITS
Not Applicable
<PAGE> 5
CUSIP 590850-10-3 13D PAGE 5 OF 5 PAGES
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.
February 15, 2000 /s/ Michael J. Nonnenmann
- ------------------------------ ----------------------------------------
(Date) (Signature)
Michael J. Nonnenmann
----------------------------------------
(Name and Title)
