<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)
Sunrise International Leasing Corporation
-----------------------------------------
(Name of Issuer)
Common Stock, $.01 par value
----------------------------
(Title of Class of Securities)
86769K-10-5
-----------
(CUSIP Number)
Peter J. King
c/o The King Management Corporation
5500 Wayzata Boulevard, Suite 750
Minneapolis, Minnesota 55416
(612) 593-0051
--------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 23, 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 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: [ ]
Page 1 of 10
<PAGE>
SCHEDULE 13D
CUSP No. 86769K-10-5
- --------------------------------------------------------------------------------
1) NAME OF REPORTING PERSON AND S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE
PERSON
Peter J. King
###-##-####
- --------------------------------------------------------------------------------
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b) [ ]
- --------------------------------------------------------------------------------
3) SEC USE ONLY
- --------------------------------------------------------------------------------
4) SOURCE OF FUNDS
00
- --------------------------------------------------------------------------------
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 of America
- --------------------------------------------------------------------------------
7) SOLE VOTING POWER
4,042,879 (1)
-------------------------------------------------------------
8) SHARED VOTING POWER
NUMBER OF -0-
SHARES -------------------------------------------------------------
BENEFICIALLY 9) SOLE DISPOSITIVE POWER
OWNED BY EACH 1,158,729 (2)
REPORTING PERSON -------------------------------------------------------------
WITH 10) SHARED DISPOSITIVE POWER
-0-
- --------------------------------------------------------------------------------
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,042,879 (1)
- --------------------------------------------------------------------------------
12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.2% (3)
- --------------------------------------------------------------------------------
14) TYPE OF REPORTING PERSON
IN
- --------------------------------------------------------------------------------
(1) Pursuant to a Shareholder Voting Trust Agreement dated as of May 27, 1998,
Mr. King has the sole power to vote the following shares of common stock, $.01
par value (the "Common Stock"), of Sunrise International Leasing Corporation
("Sunrise"): (a) 517,158 shares held by Mr. King, individually, (b) 370,818
shares held by The King Management Corporation ("King Management"), of which Mr.
King is Chief Executive Officer, Chairman of the Board of Directors and a
principal shareholder, (c) 1,286,439 shares held by the William B. King Stock
Trust UA dated November 21, 1989 for the benefit of William B. King (the "WBK
Trust"), and (d) 1,262,382 shares held by the Russell S. King Stock Trust UA
dated November 11, 1989 for the benefit of Russell S. King (the "RSK Trust").
Pursuant to a Proxy dated as of June 23, 1998, Mr. King has the sole power to
vote 335,329 shares of Common Stock of Sunrise held by the WBK Trust solely with
respect to a certain matter that is expected to be submitted to the shareholders
of Sunrise prior to September 18, 1998 and not with respect to any other matter
submitted to shareholders. See "Item 3 -- Source and Amount of Funds or Other
Consideration." Also includes
Page 2 of 10
<PAGE>
270,753 shares of Common Stock issuable pursuant to an outstanding option held
by Mr. King that was granted by Sunrise on June 18, 1997 and is exercisable
immediately in full. Does not include an option to purchase 270,753 shares of
Common Stock of Sunrise that was granted by Sunrise on June 18, 1997 and is
exercisable beginning on June 18, 2001.
(2) Includes: (a) 517,158 shares held by Mr. King, individually, (b) an option
to purchase 270,753 shares of Common Stock of Sunrise that was granted by
Sunrise on June 18, 1997 and is exercisable immediately in full; and (c) an
aggregate of 370,818 shares of Common Stock of Sunrise held by King Management.
Does not include an option to purchase 270,753 shares of Common Stock of Sunrise
that was granted by Sunrise on June 18, 1997 and is exercisable beginning on
June 18, 2001.
(3) Based upon 7,787,796 shares of Common Stock outstanding as of January 30,
1998, as reflected in Sunrise's Quarterly Report on Form 10-Q for the quarter
ended December 31, 1997.
Page 3 of 10
<PAGE>
SCHEDULE 13D
Pursuant to Rule 13d-2(a), this Amendment No. 6 amends Mr. King's
Schedule 13D dated February 13, 1995, Amendment No. 1 thereto dated May 1, 1996,
Amendment No. 2 thereto dated April 30, 1997, Amendment No. 3 thereto dated
September 19, 1997, Amendment No. 4 thereto dated March 3, 1998 and Amendment
No. 5 thereto dated June 22, 1998.
ITEM 1. SECURITY AND ISSUER.
This statement relates to the common stock, par value $.01 per share
("Common Stock"), of Sunrise International Leasing Corporation, a Delaware
corporation formerly known as Sunrise Resources, Inc., a Minnesota corporation
("Sunrise"), the principal executive offices of which are located at 5500
Wayzata Boulevard, Suite 725, Minneapolis, Minnesota 55416.
ITEM 2. IDENTITY AND BACKGROUND.
This statement is filed by Peter J. King, whose business address is
5500 Wayzata Boulevard, Suite 750, Minneapolis, Minnesota 55416. Mr. King is
Chairman of the Board of Directors of Sunrise. Mr. King is also Chief Executive
Officer, Chairman of the Board of Directors and a principal shareholder of The
King Management Corporation ("King Management"), a corporation principally
engaged in the leasing of reverse vending machines, the sale of software and
operating coin operated copiers. King Management's principal business address
is 5500 Wayzata Boulevard, Suite 750, Minneapolis, Minnesota 55416.
During the last five years, Mr. King has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) and
has not been a party to a proceeding involving (and is not otherwise subject to)
a judgment or other order prohibiting or mandating activities subject to United
States federal or state securities laws.
Mr. King is a United States citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
On June 24, 1998, King Management purchased 50,000 shares of Common
Stock of Sunrise in an open market brokerage transaction. Corporate funds of
King Management in the amount of approximately $175,004 (including brokerage
commissions) were used to purchase these shares. No funds used to purchase any
of the shares of Common Stock reported on this statement were borrowed. King
Management deposited such shares into a voting trust on June 24, 1998 pursuant
to a Voting Trust Agreement dated as of May 27, 1998 (the "Voting Trust
Agreement"). See "Item 6 -- Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer." Mr. King, the William
B. King Stock Trust UA dated November 21, 1989 for the benefit of William B.
King (the "WBK Trust"), the Russell S. King Stock Trust UA dated November 11,
1989 for the benefit of Russell S. King (the "RSK Trust") and King Management
constitute a group with respect to the 50,000 shares of Common Stock
Page 4 of 10
<PAGE>
deposited into the voting trust and any other shares of Common Stock previously
deposited into the voting trust within the meaning of Rule 13d-5(b)(1).
In addition, Mr. King beneficially owns 335,329 shares of Common Stock
reported herein pursuant to the grant by Stephen D. Higgins, as trustee of the
WBK Trust, of a Proxy ("Proxy"), giving Mr. King sole power to vote 335,329
shares of Common Stock of Sunrise held by the WBK Trust solely with respect to a
matter relating to the adoption of a revised stock option program for employees,
directors and consultants of Sunrise. The Proxy does not relate to any other
matter that is or may be submitted to shareholders of Sunrise. The Proxy was
effective as of June 23, 1998 and will expire on September 18, 1998. Mr. King
and the WBK Trust may be deemed to constitute a group with respect to the
335,329 shares of Common Stock referred to in this Item 3 within the meaning of
Rule 13d-5(b)(1), but solely with respect to the matter relating to the adoption
of a revised stock option program for employees, directors and consultants of
Sunrise.
ITEM 4. PURPOSE OF TRANSACTION.
King Management purchased the 50,000 shares of Common Stock in an open
market broker transaction. These shares were acquired for investment purposes.
Mr. King (either individually or through King Management) may from time to time
purchase shares of Common Stock, either in brokerage transactions, in the
over-the-counter market or in privately negotiated transactions. Any decision
to increase the holdings in Sunrise will depend, however, on numerous factors,
including without limitation the price of the shares of Common Stock, the terms
and conditions relating to their purchase and sale and the prospects and
profitability of Sunrise, and general economic conditions and stock and money
market conditions. At any time, Mr. King may also determine to dispose of some
or all of the Common Stock, depending on various similar considerations. Other
than as to matters that Mr. King, as Chairman of the Board of Sunrise, may
consider and discuss with other Sunrise officers and board members from time to
time, Mr. King does not have any present plans or proposals which relate to or
would result in any of the events listed in Item 4(a) through (j) of
Schedule 13D. Mr. King has accepted the appointment of the Proxy because he has
determined it to be in his and the WBK Trust's mutual best interests to combine
their voting power on this one matter.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
The 4,042,879 shares of Common Stock constitute 50.2% of Sunrise's
outstanding Common Stock based on Sunrise's Quarterly Report on Form 10-Q for
the quarter ended December 31, 1997. Pursuant to the Proxy, Mr. King has sole
voting power with respect to 335,329 shares of Common Stock held by the WBK
Trust solely with respect to the matter relating to the adoption by Sunrise of a
revised stock option program. The Proxy does not relate to any other matter
that is submitted to shareholders of Sunrise. The Proxy expires on September
18, 1998.
Pursuant to a Voting Trust Agreement dated as of May 27, 1998 , Mr.
King has sole voting power with respect to an aggregate of 3,436,797 shares of
Common Stock, the voting trust
Page 5 of 10
<PAGE>
certificates of which are currently held by Mr. King, King Management, the WBK
Trust and the RSK Trust. Also included within the 3,707,550 shares of Common
Stock of which Mr. King has sole voting power is an option to purchase 270,753
shares of Common Stock that was granted to Mr. King by Sunrise on June 18, 1997
and is fully exercisable. Mr. King has sole dispositive power with respect to
1,158,729 shares of Common Stock. The 1,158,729 shares of Common Stock include:
(a) 517,158 shares of Common Stock held by Mr. King individually; (b) an option
to purchase 270,753 shares of Common Stock that was granted to Mr. King by
Sunrise on June 18, 1997 that is fully exercisable; and (c) an aggregate of
370,818 shares of Common Stock held by King Management, of which Mr. King is
Chief Executive Officer, Chairman of the Board of Directors and a principal
shareholder. The shares reported by this statement do not include an option to
purchase 270,753 shares of Common Stock that was granted by Sunrise to Mr. King
on June 18, 1997 and is exercisable beginning on June 18, 2001.
Mr. King (either individually or through King Management) has not
effected any transactions in the Common Stock of Sunrise since June 22, 1998,
the date that Amendment No. 5 to the Schedule 13D was filed with the Securities
and Exchange Commission, except for the purchase by King Management of 50,000
shares of Common Stock on June 24, 1998 in an open market brokerage transaction
for $3.50 per share.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
There are two contracts, arrangements, understandings or relationships
among Mr. King, the WBK Trust and other persons with respect to the securities
of Sunrise that are required to be disclosed under this Item 6 -- the Proxy and
the Voting Trust Agreement.
PROXY
Effective as of June 23, 1998, Stephen D. Higgins, as trustee of the
WBK Trust, executed the Proxy, pursuant to which Mr. Higgins, acting on behalf
of the WBK Trust, granted Mr. King sole power to vote 335,329 shares of Common
Stock of Sunrise held by the WBK Trust solely with respect to a matter relating
to the adoption of a revised stock option program for employees, directors and
consultants of Sunrise. The Proxy does not relate to any other matter that is
submitted to shareholders of Sunrise. The Proxy expires on September 18, 1998.
The foregoing summary of certain provisions of the Proxy is qualified by the
copy of the Proxy filed as Exhibit 1 hereto and which is incorporated herein in
its entirety by this reference.
VOTING TRUST AGREEMENT
Effective as of May 27, 1998, Mr. King, King Management, the WBK
Trust, the RSK Trust and the 1996 Grantor Retained Annuity Trust for the benefit
of Peter J. King (collectively, the "Shareholders") entered into the Voting
Trust Agreement with respect to an aggregate of 3,386,797 shares of Common Stock
of Sunrise. On June 24, 1998, King Management deposited an additional 50,000
shares of Common Stock into the voting trust and subject to the Voting
Page 6 of 10
<PAGE>
Trust Agreement. Under the Voting Trust Agreement, Mr. King is the Sole Voting
Trustee and King Management is the Substitute Voting Trustee (the Sole Voting
Trustee and the Substitute Voting Trustee are referred to as the "Voting
Trustee"). The record ownership of the 3,436,797 shares of Common Stock
deposited by the Shareholders with the Voting Trustee was transferred into the
name of the Voting Trustee on the books of Sunrise. In exchange for such shares
of Common Stock, the Voting Trustee issued to the Shareholders a voting trust
certificate representing the number of shares of Common Stock deposited with the
Voting Trustee. In the event of a stock split, stock dividend or distribution
of shares of Common Stock of Sunrise, the Voting Trustee will issue additional
voting trust certificates to the then registered holders of the outstanding
voting trust certificates to reflect appropriately the interests of the
Shareholders in the shares of Common Stock held by the Voting Trustee. Subject
to any transfer restrictions set forth in the Articles of Incorporation and
Bylaws of Sunrise and imposed by applicable securities laws, the Shareholders
may sell or transfer the voting trust certificates as they determine to be
proper. Every transferee of a voting trust certificate will, by the acceptance
of such certificate, become a party to the Voting Trust Agreement.
The Voting Trustee is entitled to exercise all shareholders' rights of
every kind with respect to voting, including the right to vote and the right to
take part in, or consent to, any corporate or shareholders' action including a
merger, exchange or consolidation involving Sunrise or the sale, lease, transfer
or other disposition of all or substantially all of Sunrise's assets, except as
such right is specifically limited in the Voting Trust Agreement. The Voting
Trustee will vote on all matters which come before any shareholders' meeting of
Sunrise and must exercise his best judgment from time to time to select suitable
directors to the end that the affairs of Sunrise are properly managed. The
holder of each voting trust certificate is entitled to receive, from time to
time, dividends or distributions payable in cash or property (other than shares
of any class of Sunrise). The majority of the interest of the holders of the
voting trust certificates may approve amendments to the Voting Trust Agreement.
The Voting Trust Agreement will terminate automatically on December 31, 2007,
unless terminated earlier in the event that: (i) the Voting Trustee elects at
any time to terminate the Agreement, (ii) the Sole Voting Trustee resigns, dies
or is determined to be incompetent or incapacitated by the Substitute Voting
Trustee, after consultation with a licensed physician who has examined the Sole
Voting Trustee, and the Substitute Voting Trustee has been dissolved or
liquidated, (iii) Sunrise is dissolved or liquidated, or (iv) no Voting Trustee
is acting under the Agreement. The foregoing summary of certain provisions of
the Voting Trust Agreement is qualified by the copy of the Voting Trust
Agreement filed as Exhibit 1 to Amendment No. 5 to Mr. King's Schedule 13D filed
with the Securities and Exchange Commission on June 22, 1998, and which is
incorporated herein in its entirety by this reference.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit 1 Proxy dated as of June 23, 1998 executed by Stephen D.
Higgins, as trustee of the William B. King Stock Trust UA
dated November 21, 1989 for the benefit of William B. King
Page 7 of 10
<PAGE>
SIGNATURES
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.
/s/ Peter J. King
--------------------------------------------
July 22, 1998 Peter J. King
Page 8 of 10
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Description Method of Filing
------- ----------- ----------------
No.
---
<S> <C> <C>
1 Proxy dated as of June 23, 1998 executed by
Stephen D. Higgins, as trustee of the William
B. King Stock Trust UA dated November 21, 1989 Filed herewith
for the benefit of William B. King. . . . . . . electronically
</TABLE>
Page 9 of 10
<PAGE>
PROXY
I, Stephen D. Higgins, as Trustee to the William B. King Stock Trust UA
dated November 21, 1989, have sole voting power over 335,329 shares of Sunrise
International Leasing Corporation held by the Trust.
Sunrise International Leasing Corporation is currently completing a revised
stock option program for company employees, directors and consultants which may
require shareholder approval.
I hereby give Peter J. King my proxy to vote the above referenced shares of
any and all votes required to approve the stock option plan.
This proxy shall not relate to any other issues to be voted, and will
expire on September 18, 1998.
/s/ Stephen D. Higgins June 23, 1998
-----------------------------------------------------
Stephen D. Higgins Date
