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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Thermo Tech Technologies, Inc.
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(Name of Issuer)
Common Stock, no par value per share
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(Title of Class of Securities)
88360H101
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(CUSIP Number)
Stephen T. Burdumy, Esq.
Todd L. Silverberg, Esq.
Klehr, Harrison, Harvey, Branzburg & Ellers
1401 Walnut Street
Philadelphia, PA 19102
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 1, 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 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.
(Continued on following page(s))
Page 1 of 5
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CUSIP No. 88360H101 Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Capital Ventures International
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX 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
Cayman Islands
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7 SOLE VOTING POWER
NUMBER OF
SHARES 725,393
BENEFICIALLY --------------------------------------------
0WNED BY 8 SHARED VOTING POWER
EACH N/A
REPORTING --------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH
725,393
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10 SHARED DISPOSITIVE POWER
N/A
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
725,393
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.7%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT
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CUSIP No. 88360H101 Page 3 of 5 Pages
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Statement of
Reporting Persons (as defined below)
Pursuant to Section 13(d) of the
Securities Exchange Act of 1934
in respect of
THERMO TECH TECHNOLOGIES, INC.
This Report filed by Capital Ventures International ("CVI") is
the first amendment of its initial filing on Schedule 13D with respect to the
common stock, no par value per share (the "Common Stock"), of Thermo Tech
Technologies, Inc. (the "Company").
This Report relates to (i) conversions by CVI of all of its
remaining outstanding convertible debentures of the Company in the initial
aggregate principal amount of $800,000 (the "Debentures") into shares of Common
Stock and (ii) sales by CVI of an aggregate of 1,126,000 of shares of Common
Stock. Such conversions of Debentures in the aggregate principal amount of
$300,000 took place on October 29, 1996 ($150,000 principal amount) and November
1, 1996 ($150,000 principal amount). Such sales of Common Stock took place in
open market transactions between October 15, 1996 and November 1, 1996, at per
share prices (net of brokerage commissions) of between $0.34 and $0.57. Such
sales resulted in the receipt by CVI of aggregate net proceeds of approximately
$337,336. As a result of such conversions and sales, the percentage of shares of
Common Stock reported as beneficially owned by CVI in this Report has decreased
to 3.7%.
The descriptions contained in this Report of certain
agreements and documents are qualified in their entirety by reference to the
completed text of such agreements and documents filed as Exhibits to the initial
filing of this Schedule 13D.
Items 5 and 7 are hereby amended and restated in their
entirety as follows:
Item 5. Interest in Securities of the Issuer.
On August 14, 1996, CVI converted Debentures in the aggregate
principal amount of $250,000 into 225,229 shares of Common Stock. Between August
14 and August 24, 1996, CVI sold, in open market transactions, an aggregate of
224,000 shares of Common Stock at average daily per share prices (net of
brokerage commissions) of between $1.23 and $1.48. Such sales of Common Stock
resulted in the receipt by CVI of aggregate net proceeds of approximately
$293,576.
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CUSIP No. 88360H101 Page 4 of 5 Pages
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On October 14, 1996, CVI converted Debentures in the aggregate
principal amount of $250,000 into 532,294 shares of Common Stock. Between
October 14 and October 28, 1996, CVI sold, in open market transactions, an
aggregate of 493,600 shares of Common Stock at average daily per share prices
(net of brokerage commissions) of between $0.36 and $0.62. Such sales of Common
Stock resulted in the receipt by CVI of net proceeds of approximately $235,376.
On October 29, 1996, CVI converted Debentures in the aggregate
principal amount of $150,000 into 541,719 shares of Common Stock. Between
October 29 and October 31, 1996, CVI sold, in open market transactions, an
aggregate of 283,500 shares of Common Stock at average daily per share prices
(net of brokerage commissions) of between $0.34 and $0.36. Such sales of Common
Stock resulted in the receipt by CVI of net proceeds of approximately $98,860.
On November 1, 1996, CVI converted its remaining outstanding
Debentures (aggregate principal amount of $150,000) into 562,521 shares of
Common Stock and sold, in open market transactions, 124,000 shares of Common
Stock at an average per share price (net of brokerage commissions) of $0.41.
Such sales of Common Stock resulted in the receipt by CVI of net proceeds of
approximately $50,840.
As a result of the conversion of the Debentures as described
above and the sale of an aggregate of 1,126,000 shares of Common Stock, as of
November 1, 1996, CVI ceased to be the beneficial owner of more than five
percent of the outstanding Common Stock. More specifically, as of November 1,
1996, CVI beneficially owns 725,393 shares of Common Stock or 3.7% of the
outstanding Common Stock.
To the best knowledge of CVI, none of the individuals listed
in Item 2 of the initial filing of this Statement on Schedule 13D beneficially
owns any Common Stock other than through their ownership interest in CVI.
Neither CVI, nor to the best of CVI's knowledge, any of the individuals listed
in Item 2 hereof has effected any transactions in the Common Stock during the
past 60 days other than CVI's conversion of the Debentures in full and CVI's
sale of an aggregate of 1,126,000 shares of Common Stock as described herein.
Item 7. Material to be Filed as Exhibits.
Exhibit A - Securities Subscription Agreement
(together with Form of Debenture and Registration
Rights Agreement).*
Exhibit B - Limited Power of Attorney.*
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* Previously filed with the initial filing of
this Statement on Schedule 13D.
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CUSIP No. 88360H101 Page 5 of 5 Pages
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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.
CAPITAL VENTURES INTERNATIONAL
By: Bala International, Inc. (f/k/a
Arbit Inc.) pursuant to a Limited
Power of Attorney, a copy of which
is filed as an exhibit to the
initial filing of this Statement
on Schedule 13D
By: /s/ Arthur Dantchik
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Arthur Dantchik, Director
Date: November 21,1996
