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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. )*
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GlenGate Apparel, Inc.
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class of Securities)
378682 10 8
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(CUSIP Number)
Martin Koffman, 150 East 52nd Street, 30th FL. New York, New York 10022
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
September 25, 1996
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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 / /.
Check the following box if a fee is being paid with this statement /x/. (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 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).
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SCHEDULE 13D
CUSIP No. 378682 10 8 Page 2 of 8 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
The Koffman Group, Inc.
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /
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(3) SEC Use Only
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(4) Source of Funds*
WC
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
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(6) Citizenship or Place of Organization
Delaware
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Number of Shares (7) Sole Voting Power
Beneficially Owned Own 1,275,000 shares/Right to acquire
by Each Reporting 85,000 shares
Person With --------------------------------------------------
(8) Shared Voting Power
N/A
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(9) Sole Dispositive Power
Own 1,275,000 shares/Right to acquire
85,000 shares
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(10) Shared Dispositive Power
N/A
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,360,000 shares
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
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(13) Percent of Class Represented by Amount in Row (11)
16.58%
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(14) Type of Reporting Person*
CO
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*SEE INSTRUCTION BEFORE FILLING OUT!
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SCHEDULE 13D
relating to the
Common Stock, $.001 par value
of
GlenGate Apparel, Inc.
ITEM 1. SECURITY AND ISSUER
This statement relates to the beneficial ownership of the Common
Stock, par value $.001 per share (the "Common Stock"), issued by GlenGate
Apparel, Inc., 207 Sheffield Street, Mountainside, New Jersey 07092 (the
"Company").
ITEM 2. IDENTITY AND BACKGROUND
This statement is filed by The Koffman Group, Inc., a corporation
incorporated under the laws of Delaware (the "Reporting Person"). The Reporting
Person's principal business is investments. The address of its principal
business and office is 150 East 52nd Street, 30th FL, New York, New York 10027.
The Reporting Person has not, during the last five years, (i) been convicted in
any criminal proceeding; (ii) been a party to a civil proceeding of any judicial
or administrative body of competent jurisdiction; and (iii) is not subject to
any 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.
Page 3 of 8 Pages
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The following persons are the officers and directors of the Reporting
Person:
Martin Koffman, Director and President. Mr. M. Koffman's business
address is 150 East 52nd Street, 30th Fl, New York, New York 10027. Mr. M.
Koffman is employed as President of the Reporting Person. Mr. M. Koffman has
not, during the last five years, (i) been convicted in any criminal proceeding;
(ii) been a party to a civil proceeding of any judicial or administrative body
of competent jurisdiction; and (iii) is not subject to any 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. Mr. M. Koffman is a United States citizen.
Jeffrey Koffman, Director and Treasurer. Mr. J. Koffman's business
address is 150 East 52nd Street, 30th FL, New York, New York; where Mr. J.
Koffman is employed as Treasurer of the Reporting Person. Mr. J. Koffman has
not, during the last five years, (i) been convicted in any criminal proceeding;
(ii) been a party to a civil proceeding of any judicial or administrative body
of competent jurisdiction; and (iii) is not subject to any 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. Mr. J. Koffman is a United States citizen.
Page 4 of 8 Pages
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Joseph B. Koffman, Director and Secretary. Mr. J. B Koffman is
employed as corporate secretary of the Reporting Person and his business address
is 150 East 52nd Street, 30th FL, New York, New York. Mr. J. B. Koffman has
not, during the last five years, (i) been convicted in any criminal proceeding;
(ii) been a party to a civil proceeding of any judicial or administrative body
of competent jurisdiction; and (iii) is not subject to any 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. Mr. J. B. Koffman is a United States citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The Reporting Person received 25,000 shares of the Company's Common
Stock in connection with a $750,000 loan to the Company in July 1996. The
purchase price of $750,000 used to purchase 750,000 shares of Common Stock on
August 26, 1996 was paid by the Reporting Person by cancellation of the Note
pertaining to the aforementioned loan. The reporting person also received a
Warrant to purchase an additional 85,000 shares of the Company's Common Stock.
The source of funds used to purchase an additional 500,000 shares of the Common
Stock of the Company on September 25, 1996 was partially from the Reporting
Person's working capital and partially from various investors who previously
entered into Agency Agreements with the Reporting Person to purchase shares of
the Company's Common Stock on their behalf.
Page 5 of 8 Pages
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ITEM 4. PURPOSE OF TRANSACTION
The Reporting Person acquired the Common Stock for its own behalf and
on behalf of various investors for investment purposes. The Reporting Person,
and each of its officers and directors listed in Item 2 of this statement have
no present plans or intentions that would result in or relate to any of the
transactions required to be described in this Item 4 of this statement.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Reporting Person presently owns 1,275,000 shares of Common
Stock of the Company on its own behalf and on behalf of various investors and
has the right to exercise the Warrant to purchase 85,000 shares of the Common
Stock of the Company. Thus, including the 85,000 shares of Common Stock which
may be purchased by exercise of the Warrant at any time until September 30,
1997, the Reporting Person owns a total of 16.58% of the outstanding Common
Stock.
The officers and directors of the Reporting Person listed in Item 2 of
this statement do not presently own any shares of the Common Stock of the
Company.
(b) The Reporting Person has the sole voting power and sole
dispositive power of the all of the shares of Common Stock of the Company which
it owns.
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(c) The Reporting Person received 25,000 shares of the Company's
Common Stock in connection with a $750,000 loan to the Company in July 1996.
The Reporting Person then purchased 750,000 shares of Common Stock for $1.00 per
share pursuant to a Capitalization Agreement dated as of August 26, 1996 by and
between the Reporting Person and the Company (the "Capitalization Agreement").
Pursuant to the Capitalization Agreement, consideration for this purchase was
the cancellation of the Note pertaining to the aforementioned loan. The
reporting person also received a Warrant to purchase an additional 85,000 shares
of the Company's Common Stock at $1.00 per share. On September 25, 1996,
pursuant to the Capitalization Agreement, the Reporting Person purchased 500,000
shares of the Common Stock of the Company for $1.00 per share on its own behalf
and on behalf of various investors who previously entered into Agency Agreements
with the Reporting Person to purchase shares of the Company's Common Stock on
their behalf.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDING OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
On August 26, 1996, the Reporting Person entered into a Capitalization
Agreement with the Company regarding the purchase of shares. The Reporting
Person also entered into Agency Agreements with the following individuals to
purchase the number of shares of Common Stock set forth next to their name on
their behalf:
Page 7 of 8 Pages
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Brian Gamache 15,000
Andrew Hart 50,000
Steven Hazan 50,000
Issac Kier 20,000
Ladenburg Thalmann & Co., Inc. 90,000
Allan Lyons 10,000
David Melin 25,000
Richard Silver 50,000
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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.
THE KOFFMAN GROUP, INC.
By /s/ Martin Koffman
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Martin Koffman
President
Dated: November 25, 1996
Page 8 of 8 Pages
