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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. 4)*
Rent-A-Wreck of America, Inc.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
760098-10-3
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(CUSIP Number)
Kenneth L. Blum, Jr.
10324 South Dolfield Road
Owings Mills, MD 21117
(410) 581-8700
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
WITH A COPY TO:
Walter J. Skipper, Esq.
Quarles & Brady LLP
411 East Wisconsin Avenue
Milwaukee, WI 53202
(414) 277-5000
September 21, 2000
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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.
* 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>
SCHEDULE 13D
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CUSIP NO. 760098-10-3 Page 2 of 5 Pages
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1 NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kenneth L. Blum, Jr.
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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 CITZENSHIP OR PLACE OF ORGANIZATION
United States
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7 SOLE VOTING POWER
530,718
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 530,718
PERSON ---------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
530,718
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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)
11.8%
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14 TYPE OF REPORTING PERSON*
IN
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*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>
SCHEDULE 13D
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CUSIP NO. 760098-10-3 Page 3 of 5 Pages
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ITEM 1. SECURITY AND ISSUER.
Name of Issuer and Address of Principal Executive Offices:
Rent-A-Wreck of America, Inc. (the "Company")
10324 South Dolfield Road
Owings Mills, MD 21117
Title of Security to which this statement relates:
Common Stock, $.01 par value ("Common Stock")
ITEM 2. IDENTITY AND BACKGROUND.
(a)-(c). This Amendment No. 4 to Schedule 13D is filed on behalf of Kenneth L.
Blum, Jr., an individual with a business address of 10324 South Dolfield Road,
Owings Mills, MD 21117. Mr. Blum is president and secretary of the Company. Mr.
Blum is also president and chief executive officer of NHE, a company that
provides management and marketing services to companies offering benefit
programs; and president of American Business Information Systems, Inc., a
high-volume laser printing company.
(d) and (e). During the last five years, Mr. Blum has not (i) been convicted in
a criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) been 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.
(f). Mr. Blum is a citizen of the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Mr. Blum will use the proceeds obtained from the Company in repurchasing certain
of his stock options as the source of funds for the exercise price for the
remaining stock options held by him. The Company used working capital as the
source of funds for its repurchase of certain of Mr. Blum's stock options. See
Item 4 below for a full description of the covered transactions.
ITEM 4. PURPOSE OF THE TRANSACTION.
On September 21, 2000, pursuant to Board of Director authorization given the
same day, the Company repurchased from Mr. Blum the following stock options, all
of which were to expire on June 30, 2003: (i) 354,167 options exercisable at
$1.15 per share for $1.25 per option, or a total of $442,708.75; and (ii) 95,282
options exercisable at $1.00 per share for $1.40 per option, or a total of
$133,395. On September 21, 2000, Mr. Blum also exercised all 288,051 of his
remaining stock options, which were exercisable at $1.00 per share and set to
expire on June 30, 2003, for $1.00 per option, or a total of $288,051. These
transactions had as their purpose the elimination of the market overhang
associated with the numerous stock options outstanding before the transactions.
As a result of the above described transactions, as well as the transactions
described in Amendment No. 4 to Schedule 13D filed by Ms. Robin Cohn
concurrently herewith, the Company has eliminated all of its outstanding options
and warrants.
<PAGE>
SCHEDULE 13D
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CUSIP NO. 760098-10-3 Page 4 of 5 Pages
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) and (b). Mr. Blum holds an aggregate of 530,718 shares of the Company's
Common Stock, or approximately 11.8% of the class. Mr. Blum holds the power to
vote or to direct the vote of, and the power to dispose or to direct the
disposition of, the shares beneficially owned by him.
(c). Except for the transactions described in response to Items 5(a) and (b)
above, there have been no transactions by Mr. Blum with respect to the Company
Common Stock during the 60 days preceding the date of this Schedule 13D.
(d). Not Applicable.
(e). Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings, or relationships between
Mr. Blum and any other person with respect to any securities of the Company.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
1. Management Agreement dated June 30, 1993 between the Company and KAB.*
2. Stock Option Grant to KAB dated June 30, 1993 relating to options for
the purchase of 2,250,000 shares of the Company's Common Stock.*
3. Registration Rights Agreement dated June 30, 1993 among KAB, Kenneth
L. Blum, Sr. and the Company.*
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* Incorporated by reference from the Company's Report on Form 8-K dated June 30,
1993.
<PAGE>
SCHEDULE 13D
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CUSIP NO. 760098-10-3 Page 5 of 5 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.
October 2, 2000 /s/ Kenneth L. Blum, Jr.
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Date Signature
Kenneth L. Blum, Jr.
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Name
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
