UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
AMERICAN DENTAL TECHNOLOGIES, INC.
(Name of Issuer)
Common Stock, $.O4 par value
(Title of Class of Securities)
025352-10-5
(CUSIP Number)
Mark A. Metz
Dykema Gossett PLLC, 400 Renaissance Center, Detroit, Michigan 48243
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
April 21, 1998
(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).
SCHEDULE 13D
CUSIP No. 025352-10-5
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
William D. Maroney
2 Check The Appropriate Box If A Member Of A Group* (a) [ ]
(b) [ ]
3 SEC Use Only
4 Source of Funds*
PF
5 Check Box If Disclosure Of Legal Proceedings Is [ ]
Required Pursuant To Items 2(d) or 2(E)
6 Citizenship Or Place of Organization
United States
7 Sole Voting Power
94,393
Number Of
Shares 8 Shared Voting Power
Beneficially 316,359
Owned By
Each 9 Sole Dispositive Power
Reporting 94,393
Person
With 10 Shared Dispositive Power
316,359
11 Aggregate Amount of Beneficially Owned By Each Reporting Person
410,518
12 Check Box If The Aggregate Amount In Row (11) Excludes [ ]
Certain Shares*
13 Percent Of Class Represented By Amount In Row (11)
5.5%
14 Type Of Reporting Person*
IN
SCHEDULE 13D
CUSIP No. 025352-10-5
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Aimee Maroney
2 Check The Appropriate Box If A Member Of A Group* (a) [ ]
(b) [ ]
3 SEC Use Only
4 Source of Funds*
PF
5 Check Box If Disclosure Of Legal Proceedings Is [ ]
Required Pursuant To Items 2(d) or 2(E)
6 Citizenship Or Place of Organization
United States
7 Sole Voting Power
0
Number Of
Shares 8 Shared Voting Power
Beneficially 316,359
Owned By
Each 9 Sole Dispositive Power
Reporting 0
Person
With 10 Shared Dispositive Power
316,359
11 Aggregate Amount of Beneficially Owned By Each Reporting Person
316,359
12 Check Box If The Aggregate Amount In Row (11) Excludes [ ]
Certain Shares*
13 Percent Of Class Represented By Amount In Row (11)
4.3%
14 Type Of Reporting Person*
IN
This is the third amendment to a Statement on Schedule 13D
originally filed with the Securities and Exchange Commission on or about
April 29, 1994 (the "Original Statement") by William D. Maroney and Aimee
Maroney with respect to the common stock, $.04 par value, of American Dental
Technologies, Inc. ("ADT"). As required by Rule 101(a)(2)(ii) of Regulation
S-T, the entire text of the Original Statement, as amended, has been amended
and restated in its entirety. All share and per share amounts have been
adjusted to reflect the 1-for-4 reverse stock split which occurred since the
filing of the most recent amendment to the Original Statement.
ITEM 1. SECURITY AND ISSUER.
This statement relates to the $.04 par value common stock ("Stock")
of American Dental Technologies, Inc. ("ADT"). The principal executive
office of ADT is located at 5555 Bear Lane, Corpus Christi, Texas 78405.
ITEM 2. IDENTITY AND BACKGROUND.
(a) William D. Maroney and Aimee Maroney.
(b) The business address of Mr. and Mrs. Maroney is c/o ADT,
18860 West Ten Mile Road, Southfield, Michigan 48075.
(c) Mr. Maroney is an attorney and Mrs. Maroney is a private
investor. Mr. Maroney is also a director of ADT.
(d) During the last five years, neither of the reporting persons
has been convicted in a criminal proceeding of the kind required to be
disclosed herein.
(e) During the last five years, neither of the reporting persons
was a party to a civil proceeding of the kind required to be disclosed
herein.
(f) Mr. and Mrs. Maroney are citizens of the United States of
America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS AND OTHER CONSIDERATION.
Both of the reporting persons received their respective shares of
ADT Stock in exchange for cash derived from their personal funds.
ITEM 4. PURPOSE OF TRANSACTION.
The sole purpose for the acquisitions of ADT Stock reported herein
was and is for investment. Mr. and Mrs. Maroney may consult with ADT from
time to time and each may acquire additional ADT Stock in the market or in
privately negotiated transactions or may dispose of some or all of the ADT
Stock he or she owns. Neither of the reporting persons has any other
present plans or proposals with respect to ADT of the kind set forth under
Item 4 of the instructions to Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the date of Amendment No. 3, Mr. Maroney beneficially
owns 410,752 shares of Stock, constituting 5.5% of the shares of Stock
issued and outstanding, and Mrs. Maroney beneficially owns 316,359 shares of
Stock, constituting 4.3% of the shares of Stock issued and outstanding. The
shares beneficially owned by Mr. Maroney include 234 shares which he has the
right to acquire upon exercise of stock options granted to him as a director
of ADT which are exercisable currently or within the next 60 days.
(b) Mr. Maroney has sole voting and dispositive power over
94,159 shares of Stock he currently owns and, upon exercise, will have sole
voting and dispositive power with respect to the 234 shares which he has the
right to acquire pursuant to stock options granted to him as a director of
ADT. The shares reflected as beneficially owned do not include options to
purchase an additional 702 shares upon exercise of employee stock options
held by Mr. Maroney which are not currently exercisable and will not become
exercisable within the next 60 days. Mr. and Mrs. Maroney share voting and
dispositive power with respect to the 316,359 shares owned by Mrs. Maroney.
(c) The following transactions in the Stock were previously
reported on the Original Statement, as previously amended:
(i) On April 21, 1994, through a private placement
transaction with ADT, for a total of $500,000 in cash, Mrs. Maroney acquired
125,000 shares of Stock and non-transferable warrants to acquire 125,000
shares of Stock at a price of $8.00 per share, exercisable at any time prior
to April 21, 1996.
(ii) On July 7, 1995, through a private placement
transaction with ADT, Mrs. Maroney acquired 138,889 shares of Stock and non-
transferable warrants to acquire 277,778 shares of Stock at a price of $7.00
per share, exercisable on or before July 7, 1998 (subsequently extended by
ADT to July 31, 1999). Simultaneously, the termination date on the warrants
held by Mrs. Maroney to acquire 125,000 shares of Stock was extended to
April 21, 1998. The total consideration paid was $500,000 in cash. On
August 24, 1995, the exercise price on the warrants to acquire the 402,778
shares of Stock was reduced by ADT to $4.00 per share.
The following additional transactions have occurred since the filing
of the most recent amendment to the Original Statement:
(iii) Mr. Maroney has received stock options as a
director of ADT each December 15 beginning in 1997. Each such option was
granted under ADT's Long-Term Incentive Plan and gives Mr. Maroney the right
to acquire 312 shares of Stock at the market price prevailing on the date of
grant as calculated pursuant to the relevant ADT plan. Each such option
becomes exercisable in equal annual installments beginning on the first
anniversary of the grant date and expires 10 years after the grant date.
(iv) On April 21, 1998, warrants to purchase 125,000
shares of Stock held by Mrs. Maroney expired.
(v) On July 31, 1999, warrants to purchase 277,778
shares of Stock held by Mrs. Maroney expired.
(d) Not applicable.
(e) Mrs. Maroney ceased to be the beneficial owner of 5% or more
of the Stock on July 31, 1999 upon expiration of certain warrants as
described in Item 5(c) above and will cease to report her beneficial
ownership on this Schedule 13D as amended.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
The material terms of the warrants to purchase Stock are described
in Item 5 above and the warrants are included as Exhibits to this Schedule
13D.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
[all exhibits previously filed]
Exhibit 1: Joint Filing Agreement
Exhibit 2: Common Stock Purchase Warrant, dated 4/21/94
Exhibit 3: Revised Common Stock Purchase Warrant, dated 7/7/95
Exhibit 4: Common Stock Purchase Warrant, W-100C, dated 7/7/95
Exhibit 5: Revised Common Stock Purchase Warrant, W-101B, dated 8/24/95
Exhibit 6: Revised Common Stock Purchase Warrant, W-201A, dated 8/24/95
SIGNATURE
After reasonable inquiry and to the best of our knowledge and
belief, we certify that the information set forth in this amendment is true,
complete and correct.
Dated: April __, 2000
/s/ William D. Maroney
William D. Maroney
/s/ Aimee Maroney
Aimee Maroney
