SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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)
(Amendment No. )*
INFORMATION MANAGEMENT TECHNOLOGIES CORPORATION
(Name of Issuer)
Common Stock, par value $.04 per share
(Title of Class of Securities)
456908 30 0
(CUSIP Number)
Robert Sachs, 200 North Swall Drive, PH 58,
Beverly Hills, CA 90211
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 25, 1999
(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 that 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 .
-----------
*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 the
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).
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Investment Annuity of Robert Sachs
---------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
---------------------------------------------------------------
3 SEC USE ONLY
---------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
---------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
---------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
California
---------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 2,101,800<F1><F2>
--------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
--------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 2,101,800<F1><F2>
--------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH
---------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,101,800<F1><F2>
---------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
---------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (13)
16.15%<F3>
---------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
OO
---------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
New Nibco, Inc.
---------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
---------------------------------------------------------------
3 SEC USE ONLY
---------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
---------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
---------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
---------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 1,043,002<F4><F2>
--------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
--------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,043,002<F4><F2>
--------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH
---------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,043,002<F4><F2>
---------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
---------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (13)
8.01%<F3>
---------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
CO
---------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Nibco Nevada, Inc.
---------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
---------------------------------------------------------------
3 SEC USE ONLY
---------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
---------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
---------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
---------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 719,422<F5><F2>
--------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
--------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 719,422<F5><F2>
--------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH
---------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
719,422<F5><F2>
---------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
---------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (13)
5.53%<F3>
---------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
CO
---------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
RHS Corp.
---------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
---------------------------------------------------------------
3 SEC USE ONLY
---------------------------------------------------------------
4 SOURCE OF FUNDS*
OO
---------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
---------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
---------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 2,289,098<F6><F2>
--------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
--------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 2,289,098<F6><F2>
--------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH
---------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,289,098<F6><F2>
---------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
---------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (13)
17.59%<F3>
---------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
CO
---------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Robert Sachs
---------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)
---------------------------------------------------------------
3 SEC USE ONLY
---------------------------------------------------------------
4 SOURCE OF FUNDS*
---------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
---------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
US
---------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 6,153,322<F7><F2>
--------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
--------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 6,153,322<F7><F2>
--------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH
---------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,153,322<F7><F2>
---------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
---------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (13)
47.30%<F3>
---------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
---------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<F1> 633,518 shares of Information Management Technologies
Corporation ("Imtech") common stock ("Common Stock") were
issued to the Investment Annuity of Robert Sachs (the
"Investment Annuity") on December 29, 1998 upon conversion of
shares of Imtech 12% Redeemable Convertible Preferred Stock
("Preferred Stock"). At that time, the Investment Annuity
owned an additional 17,400 shares of Common Stock. Pursuant to
the Order (see <F2>), Imtech is obligated to issue 1,450,882
additional shares of Common Stock to the Investment Annuity.
<F2> On December 29, 1998, shares of Common Stock were also
issued, upon conversion of shares of Preferred Stock, to New
Nibco, Inc. ("New Nibco"), Nibco Nevada, Inc. ("Nibco Nevada")
and RHS Corp. ("RHS"), affiliates of the Investment Annuity
(together with the Investment Annuity, the "Reporting
Entities"). The number of shares of Common Stock which the
Reporting Entities received on December 29, 1998, was
substantially less than the number of shares to which they
believed they were entitled under the terms of the Preferred
Stock and the Reporting Entities requested that additional
shares of Common Stock be issued to them on several occasions.
Imtech refused to issue the additional shares requested by the
Reporting Entities. On January 29, 1999, the Investment
Annuity, New Nibco, Nibco Nevada, RHS and Robert Sachs, the
individual who controls all of the foregoing entities, filed
suit against Imtech in the Federal District Court in the
Southern District of New York seeking an award of additional
shares of Common Stock. An Order was signed by Judge Irving
Pollack on March 15, 1999, and stipulated to by all parties on
March 25, 1999 (the "Order"), pursuant to which Imtech has
instructed its transfer agent to issue 1,450,882 additional
shares of Common Stock to the Investment Annuity, 902,219
additional shares of Common Stock to New Nibco, 322,417
additional shares of Common Stock to Nibco Nevada and 1,893,655
additional shares of Common Stock to RHS.
<F3> Based on 8,439,363 shares of Common Stock outstanding on
December 31, 1998, according to Imtech's Report on Form 10-Q
for the period ended December 31, 1998, plus the 4,569,173
shares of Common Stock to be issued to the Reporting Entities
pursuant to the Order. Based upon a review of public filings
made by Imtech, it is believed that there are outstanding no
warrants, options or other securities that, during the next 90
days, are exercisable for, or convertible into, Common Stock at
a price which does not greatly exceed the price at which the
Common Stock is presently trading.
<F4> 140,783 shares of Common Stock were issued to New Nibco
on December 29, 1998 upon conversion of shares of Preferred
Stock. Pursuant to the Order (see <F2>), Imtech is obligated
to issue 902,219 additional shares of Common Stock to New
Nibco.
<F5> 397,005 shares of Common Stock were issued to Nibco
Nevada on December 29, 1998 upon conversion of shares of
Preferred Stock. Pursuant to the Order (see <F2>), Imtech is
obligated to issue 322,417 additional shares of Common Stock to
Nibco Nevada.
<F6> 422,343 shares of Common Stock were issued to RHS on
December 29, 1998 upon conversion of shares of Preferred Stock.
26,900 shares of Common Stock have since been sold by RHS in
the open market. Pursuant to the Order (see <F2>), Imtech is
obligated to issue 1,893,655 additional shares of Common Stock
to RHS.
<F7> Robert Sachs is the beneficial owner of the 6,153,322
shares of Imtech Common Stock beneficially owned by the
Reporting Entities as the sole beneficiary of the Investment
Annuity and the sole shareholder of New Nibco, Nibco Nevada and
RHS.
Item 1. Security and Issuer.
The class of equity securities to which this
Statement relates is the common stock, par value $.05 per share
(the "Common Stock"), of Information Management Technologies
Corporation, a Delaware corporation ("Imtech"). The principal
executive offices of Imtech are located at 130 Cedar Street,
4th Floor, New York, New York 10006
Item 2. Identity and Background.
(a) This Statement is being filed by the Investment
Annuity of Robert Sachs (the "Investment Annuity"), New Nibco,
Inc. ("New Nibco"), Nibco Nevada, Inc. ("Nibco Nevada"), RHS
Corp. ("RHS") and by Robert Sachs ("Sachs"), the sole
beneficiary of the Investment Annuity and the sole shareholder
of New Nibco, Nibco Nevada and RHS.
(b) The business address of the Investment Annuity is c/o
Lincoln Trust, 6312 South Fiddler's Green Circle, Suite 400E,
Englewood, Colorado 80111. The business address of New Nibco,
Nibco Nevada, RHS and Sachs is 200 North Swall Drive, PH 58,
Beverly Hills, CA 90211.
(c) The present principal business of the Reporting
Entities and Sachs is investing.
(d), (e) None of the Investment Annuity, New Nibco, Nibco
Nevada, RHS or Sachs has, during the last five years, been
convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) or 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) The Investment Annuity is maintained at a bank
located in Colorado. New Nibco, Nibco Nevada and RHS are
organized under the laws of Nevada and Sachs is a United
States' citizen.
Item 3. Source and Amount of Funds or Other Consideration.
The Reporting Entities owned convertible subordinated
debentures issued by Imtech (Investment Annuity - $225,000
principal amount, New Nibco - $141,000 principal amount, Nibco
Nevada - $50,000 principal amount and RHS - $250,000 principal
amount) which were purchased for cash and promissory notes.
The debentures were exchanged for shares of Preferred Stock in
1996. The Investment Annuity owns an additional 17,400 shares
of Common Stock which it purchased in 1998 for cash.
The Reporting Entities received an aggregate of 1,591,649
shares of Common Stock (Investment Annuity - 633,518 shares,
New Nibco - 140,783 shares, Nibco Nevada - 397,005 shares and
RHS - 422,343 shares) on December 29, 1998 upon conversion of
their Preferred Stock.
The number of shares of Common Stock which the Reporting
Entities received on December 29, 1998, was substantially less
than the number of shares to which they believed they were
entitled under the terms of the Preferred Stock and the
Reporting Entities requested that additional shares of Common
Stock be issued to them on several occasions. Imtech refused
to issue the additional shares requested by the Reporting
Entities. On January 29, 1999, the Investment Annuity, New
Nibco, Nibco Nevada, RHS and Sachs filed suit against Imtech in
the Federal District Court in the Southern District of New York
seeking an award of additional shares of Common Stock.
Pursuant to the Order signed by Judge Irving Pollack on March
15, 1999, and stipulated to by all parties on March 25, 1999,
Imtech has instructed its transfer agent to issue 1,450,882
additional shares of Common Stock to the Investment Annuity,
902,219 additional shares of Common Stock to New Nibco, 322,417
additional shares of Common Stock to Nibco Nevada and 1,893,655
additional shares of Common Stock to RHS.
Item 4. Purpose of Transaction.
The Reporting Entities acquired the Common Stock as a
consequence of exercising their right to convert Preferred
Stock.
Because the Common Stock is trading at an extremely low
price and is thinly traded, the only way in which the Reporting
Entities are likely to realize any substantial value for their
Common Stock is by selling the Common Stock in a block. The
Reporting Entities have no present plans to sell their stock,
but Sachs has sought to locate possible purchasers of Imtech
and to interest them in considering the acquisition of Imtech.
None of such efforts have progressed beyond the stage of
preliminary discussions.
In the event that Imtech does not cooperate with Sachs in
seeking to sell Imtech, Sachs may seek to change the board of
directors of Imtech.
Except as described above, none of the Reporting Entities
or Sachs presently has any plans that would relate to or result
in any of the actions or events enumerated in Item 4 of
Schedule 13D. Depending upon future developments, the
Investment Annuity, New Nibco, Nibco Nevada, RHS or Sachs may,
in its discretion, develop plans at any time or from time to
time which could relate to or result in one or more of such
actions or events.
Item 5. Interest in Securities of the Issuer.
(a),(b),(d) Based upon a review of public filings made by
Imtech, it is believed that there are outstanding no warrants,
options or other securities that, during the next 90 days, are
exercisable for, or convertible into, Common Stock at a price
which does not greatly exceed the price at which the Common
Stock is presently trading. Based on the 8,439,363 shares of
Common Stock outstanding on December 31, 1998, according to
Imtech's Report on Form 10-Q for the period ended December 31,
1998, plus the 4,569,173 shares of Common Stock to be issued to
the Reporting Entities pursuant to the Order, (i) the
Investment Annuity presently beneficially owns 2,101,800 shares
of Common Stock (1,450,882 of which are to be issued pursuant
to the Order), or approximately 16.15% of the sum of 8,439,363
shares of Common Stock outstanding on December 31, 1998, plus
the 4,569,173 shares of Common Stock to be issued pursuant to
the Order; (ii) New Nibco presently beneficially owns 1,043,002
shares of Common Stock (902,219 of which are to be issued
pursuant to the Order), or approximately 8.01% of the sum of
8,439,363 shares of Common Stock outstanding on December 31,
1998, plus the 4,569,173 shares of Common Stock to be issued
pursuant to the Order; (iii) Nibco Nevada presently
beneficially owns 719,422 shares of Common Stock (322,417 of
which are to be issued pursuant to the Order), or approximately
5.53% of the sum of 8,439,363 shares of Common Stock
outstanding on December 31, 1998, plus the 4,569,173 shares of
Common Stock to be issued pursuant to the Order; (iv) RHS
presently beneficially owns 2,289,098 shares of Common Stock
(1,893,655 of which are to be issued pursuant to the Order), or
approximately 17.59% of the sum of 8,439,363 shares of Common
Stock outstanding on December 31, 1998, plus the 4,569,173
shares of Common Stock to be issued pursuant to the Order; and
(v) Sachs presently beneficially owns 6,153,322 shares of
Common Stock (4,569,173 of which are to be issued pursuant to
the Order), or approximately 47.30% of the sum of 8,439,363
shares of Common Stock outstanding on December 31, 1998, plus
the 4,569,173 shares of Common Stock to be issued pursuant to
the Order.
(c) No transactions in the Common Stock have been effected
by the Investment Annuity, New Nibco, Nibco Nevada, RHS or
Sachs during the past 60 days.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships With Respect to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
Exhibit 1 - Agreement made pursuant to Rule 13d-1(k)(1).
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.
April 8, 1999
(Date)
INVESTMENT ANNUITY OF ROBERT SACHS
s/Robert Sachs
(Signature)
Robert Sachs/Beneficiary
(Name/Title)
April 8, 1999
(Date)
NEW NIBCO, INC.
s/Robert Sachs
(Signature)
Robert Sachs/President
(Name/Title)
April 8, 1999
(Date)
NIBCO NEVADA, INC.
s/Robert Sachs
(Signature)
Robert Sachs/President
(Name/Title)
April 8, 1999
(Date)
RHS CORP.
s/Robert Sachs
(Signature)
Robert Sachs/President
(Name/Title)
April 8, 1999
(Date)
s/Robert Sachs
(Signature)
* Attention. Intentional misstatements or omissions of fact
constitute federal criminal violations (see 18 U.S.C. 1001).
INDEX TO EXHIBITS
-----------------
EXHIBIT 1 AGREEMENT MADE PURSUANT TO RULE
13d-1(k)(1)
EXHIBIT 1
AGREEMENT MADE PURSUANT TO RULE
13d-1(k)(1)
JOINT FILING AGREEMENT
Each of the parties hereto agrees that pursuant to Rule
13d-1(k)(1) of Regulation 13D-G promulgated by the Securities and
Exchange Commission pursuant to the Securities Exchange Act of
1934, as amended, the Schedule 13D of which this Agreement is
made an exhibit is filed on behalf of it.
Date: April 8, 1999
INVESTMENT ANNUITY OF ROBERT SACHS
s/Robert Sachs
Robert Sachs/Beneficiary
NEW NIBCO, INC.
s/Robert Sachs
Robert Sachs/President
NIBCO NEVADA, INC.
s/Robert Sachs
Robert Sachs/President
RHS CORP.
s/Robert Sachs
Robert Sachs/President
s/Robert Sachs
Robert Sachs
