SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
STAR MULTI CARE SERVICES, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
(CUSIP Number)
MR. STEPHEN STERNBACH, , PRESIDENT, 99 RAILROAD STATION PLAZA
HICKSVILLE, NEW YORK, 11801 (516) 938-2016
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)
SEPTEMBER 9, 1997
(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.
*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
<PAGE>
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).
Response to Question 1: Coss Holding Corp.
Response to Question 2: (b)
Response to Question 3: SEC USE ONLY
Response to Question 4: OO
Response to Question 5: N/A
Response to Question 6: New York
Response to Question 7: 0
Response to Question 8: 0
Response to Question 9: 0
Response to Question 10: 330,305
Response to Question 11: 330,305
Response to Question 12: N/A
Response to Question 13: [need %]
Response to Question 14: CO
Item 1. Security and Issuer.
This statement relates to Common Stock, $.01 par value, of
Star Multi Care Services, Inc. ("Star").
Item 2. Identity and Background.
(a) Name of Reporting Person:
Coss Holding Corp.
(b) Address: One Old Country Road, Suite 420,
Carle Place, N.Y. 11514
Coss Holding Corp. ("Coss") is a corporation formed under the
laws of the State of New York.
(c) Principal Occupation:
Coss is a privately held company. Its principal business is its
ownership of Shares of Star.
(d) Involvement in certain criminal proceedings.
None.
(e) Involvement in certain civil proceedings.
None.
<PAGE>
(f) Citizenship:
Coss is a corporation formed under the laws of the State of New York.
Item 3. Source and Amount of Funds or Other Consideration.
The filing person was formerly an owner of shares of Extended
Family Care Corporation ("EFCC"). Pursuant to an Agreement and
Plan of Merger dated January3, 1997, (the "Star Merger
Agreement"), which was consummated on September 9, 1997, the
filing person, along with all other shareholders of EFCC,
became eligible to receive shares of Star Common Stock and
cash in exchange for their EFCC Share Certificates.
Item 4. Purpose of Transaction.
See Item 5.
Item 5. Interest in Securities of the Issuer.
The filing person has the following interest in the securities of the issuer:
330,305 shares of Star Common Stock are owned
directly by Coss. These shares are also subject to a
pledge made to secure Coss' obligation to repay a
$345,000 loan made by Arbor Healthcare Holding LLC
("Arbor Health") to Coss in April, 1997. This loan
matures on September 30, 1997. Coss, therefore has
shared dispositive power with Arbor Health over these
shares. Coss has granted to Star the irrevocable
proxy to vote these shares for a five-year period,
subject to early termination if any shares are sold
pursuant to registration rights granted by Star to
Coss or pursuant to sales made under Rules 144 or
145. Arbor Health is also filing a Schedule 13D in
connection with these shares concurrently herewith.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
Coss has agreed not to dispose of its shares for a two year
period, except pursuant to registration rights granted by
Star, sales permitted pursuant to Rule 144 or 145 or in a
private transaction in which the transferee becomes bound to
the terms of a shareholders agreement with Star, providing,
inter alia, for the voting of shares pursuant to the
irrevocable proxy described in item number 5 above.
<PAGE>
Pursuant to a Shareholders Agreement which is part of the Star
Merger Agreement, Star has granted piggyback registration
rights to Coss for an eighteen (18) month period ending March
9, 1999 and, as to any shares remaining unsold after that
time, a demand registration right until March 9, 2000. Coss
has also deposited $125,000 in escrow with counsel to Star to
cover any potential damages as a result of representations
made in connection with the Star Merger Agreement.
Item 7. Material to be Filed as Exhibits.
Exhibit No. Description of Exhibit
1 Irrevocable Proxy, dated as of January 3, 1997 among Coss,
Gary Melius, As Voting Trustee and Arbor Health, (included as
Annex C to the EFCC Shareholders Agreement, which is included
as Exhibit D to the Agreement and Plan of Merger, dated as of
January 3, 1997 among Star Merger Sub, EFCC and Star, as
amended on April 6, 1997, (included as Exhibits 2(a) and 2(b)
to the Registration Statement on Form S-4 dated July 29, 1997,
Registration Number 333-32171, filed by Star Multi Care
Services, Inc. and incorporated herein by reference thereto).
2 Agreement and Plan of Merger, dated as of
January 3, 1997 among Star Merger Sub, EFCC
and Star, as amended on April 6, 1997,
(included as Exhibits 2(a) and 2(b) to the
Registration Statement on Form S-4 dated
July 29, 1997, Registration Number 33-32171,
filed by Star Multi Care Services, Inc. and
incorporated herein by reference thereto).
Signature.
After reasonable inquiry and to the best of our knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: September 19, 1997
COSS HOLDING CORP.
By: /s/ Pamela Robb
Pamela Robb, President
