OMB APPROVAL
OMB Number: 3235-0145
Expires: October 31, 1997
Estimated average burden
hours per form......14.90
Page 1 of 26 Pages UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
KTI, Inc.
- - --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
- - --------------------------------------------------------------------------------
(Title of Class of Securities)
482689205
- - --------------------------------------------------------------------------------
(CUSIP Number)
Mr. Mark D. Kalimian
c/o Abington Holding
950 Third Avenue
New York, NY 10022
(212)759-5000
- - --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 1, 1996
- - --------------------------------------------------------------------------------
(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
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).
<PAGE>
SCHEDULE 13D
CUSIP No. 482689205 Page 2 of 26 Pages
- - --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mona Kalimian
- - --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP* (a) |x|
(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
NUMBER OF
SHARES 280,000
BENEFICIALLY -------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING
PERSON -------------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
280,000
-------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
- - --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
280,000
- - --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
- - --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.83%
- - --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- - --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: October 31, 1997
Estimated average burden
hours per form......14.90
Page 3 of 26 Pages UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
KTI, Inc.
- - --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
- - --------------------------------------------------------------------------------
(Title of Class of Securities)
482689205
- - --------------------------------------------------------------------------------
(CUSIP Number)
Mr. Mark D. Kalimian
c/o Abington Holding
950 Third Avenue
New York, NY 10022
(212)759-5000
- - --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 1, 1996
- - --------------------------------------------------------------------------------
(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
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).
<PAGE>
SCHEDULE 13D
CUSIP No. 482689205 Page 4 of 26 Pages
- - --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mark D. Kalimian
- - --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP* (a) |x|
(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
NUMBER OF
SHARES 50,000
BENEFICIALLY -------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING
PERSON -------------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
50,000
-------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
- - --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
50,000
- - --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |x|
- - --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.87%
- - --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- - --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: October 31, 1997
Estimated average burden
hours per form......14.90
Page 5 of 26 Pages UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
KTI, Inc.
- - --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
- - --------------------------------------------------------------------------------
(Title of Class of Securities)
482689205
- - --------------------------------------------------------------------------------
(CUSIP Number)
Mr. Mark D. Kalimian
c/o Abington Holding
950 Third Avenue
New York, NY 10022
(212)759-5000
- - --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 1, 1996
- - --------------------------------------------------------------------------------
(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
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).
<PAGE>
SCHEDULE 13D
CUSIP No. 482689205 Page 6 of 26 Pages
- - --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Linda Berley
- - --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP* (a) |x|
(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
NUMBER OF
SHARES 37,000
BENEFICIALLY -------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING
PERSON -------------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
37,000
-------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
- - --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
37,000
- - --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |x|
- - --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.64%
- - --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- - --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: October 31, 1997
Estimated average burden
hours per form......14.90
Page 7 of 26 Pages UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
KTI, Inc.
- - --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
- - --------------------------------------------------------------------------------
(Title of Class of Securities)
482689205
- - --------------------------------------------------------------------------------
(CUSIP Number)
Mr. Mark D. Kalimian
c/o Abington Holding
950 Third Avenue
New York, NY 10022
(212)759-5000
- - --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 1, 1996
- - --------------------------------------------------------------------------------
(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
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).
<PAGE>
SCHEDULE 13D
CUSIP No. 482689205 Page 8 of 26 Pages
- - --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Candlewood Trust, Morad Kalimian, Trustee
- - --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP* (a) |x|
(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
New York
- - --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
SHARES 136,000
BENEFICIALLY -------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING
PERSON -------------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
136,000
-------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
- - --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
136,000
- - --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
- - --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.31%
- - --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
OO (Trust)
- - --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: October 31, 1997
Estimated average burden
hours per form......14.90
Page 9 of 26 Pages UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
KTI, Inc.
- - --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
- - --------------------------------------------------------------------------------
(Title of Class of Securities)
482689205
- - --------------------------------------------------------------------------------
(CUSIP Number)
Mr. Mark D. Kalimian
c/o Abington Holding
950 Third Avenue
New York, NY 10022
(212)759-5000
- - --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 1, 1996
- - --------------------------------------------------------------------------------
(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
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).
<PAGE>
SCHEDULE 13D
CUSIP No. 482689205 Page 10 of 26 Pages
- - --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Caroline Berley 1994 Credit Shelter Trust, Mona Kalimian, Trustee
- - --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP* (a) |x|
(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
New York
- - --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
SHARES 20,000
BENEFICIALLY -------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING
PERSON -------------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
20,000
-------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
- - --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000
- - --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
- - --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.35%
- - --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
OO (Trust)
- - --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
OMB APPROVAL
OMB Number: 3235-0145
Expires: October 31, 1997
Estimated average burden
hours per form......14.90
Page 11 of 26 Pages UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
KTI, Inc.
- - --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
- - --------------------------------------------------------------------------------
(Title of Class of Securities)
482689205
- - --------------------------------------------------------------------------------
(CUSIP Number)
Mr. Mark D. Kalimian
c/o Abington Holding
950 Third Avenue
New York, NY 10022
(212)759-5000
- - --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
October 1, 1996
- - --------------------------------------------------------------------------------
(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
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).
<PAGE>
SCHEDULE 13D
CUSIP No. 482689205 Page 12 of 26 Pages
- - --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Alexander Berley 1994 Credit Shelter Trust, Mona Kalimian, Trustee
- - --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP* (a) |x|
(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
New York
- - --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
SHARES 20,000
BENEFICIALLY -------------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING
PERSON -------------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
20,000
-------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
- - --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000
- - --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
- - --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.35%
- - --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
OO (Trust)
- - --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
Item 1. Security and Issuer
This statement relates to the common stock, par value $.01 per share (the
"Common Stock"), of KTI, Inc., a New Jersey corporation (the "Company"). The
Company's principal executive offices are located at 7000 Boulevard East,
Guttenberg, New Jersey 07093. This statement constitutes Amendment No. 1 to the
Schedule 13D of Mona Kalimian, Mark D. Kalimian, Linda Berley, Candlewood Trust,
Caroline Berley 1994 Credit Shelter Trust and the Alexander Berley 1994 Credit
Shelter Trust originally filed with the Securities and Exchange Commission
("Commission") on August 4, 1995 ("Initial Filing"). This statement constitutes
the first electronic amendment to the Initial Filing, and in accordance with
Rule 13d-2(c) promulgated by the Commission, contains certain information
previously disclosed by the Initial Filing. The information set forth in the
Initial Filing is amended and restated as set forth herein.
Item 2. Identity and Background
This joint statement is filed on behalf of the following persons: (i) Mona
Kalimian; (ii) Mark D. Kalimian; (iii) Linda Berley; (iv) the Candlewood Trust,
Morad Kalimian, Trustee (the "Candlewood Trust"); (v) the Caroline Berley 1994
Credit Shelter Trust, Mona Kalimian, Trustee (the "Caroline Trust"); and (vi)
the Alexander Berley 1994 Credit Shelter Trust, Mona Kalimian, Trustee (the
"Alexander Trust") (collectively as "Reporting Persons" or, individually, as
"Reporting Person").
(i) Mona Kalimian
The business address of Mona Kalimian is c/o Abington Holding, 950 Third
Avenue, New York, New York, 10022. The occupation of Mrs. Kalimian is
independent investor. Mrs. Kalimian also serves as the sole trustee of each of
the Caroline Trust and Alexander Trust. Mrs. Kalimian has not been convicted in
any criminal proceeding during the past five years.
During the past five years, Mrs. Kalimian has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction the
result of which proceeding was a judgment, decree or final order enjoining
future violation of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violation with respect to such laws.
Mrs. Kalimian is a citizen of the United States.
(ii) Mark D. Kalimian
The business address of Mark D. Kalimian is c/o Abington Holding, 950
Third Avenue, New York, New York, 10022. The occupation of Mr. Kalimian is real
estate manager of Abington Holding ("Abington") located at 950 Third Avenue, New
York, New
Page 13 of 26 Pages
<PAGE>
York, 10022. Abington is an owner and manager of real property. Mr. Kalimian has
not been convicted in any criminal proceeding during the past five years.
During the past five years, Mr. Kalimian has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction the
result of which proceeding was a judgment, decree or final order enjoining
future violation of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violation with respect to such laws.
Mr. Kalimian is a citizen of the United States.
(iii) Linda Berley
The business address of Linda Berley is c/o Abington Holding, 950 Third
Avenue, New York, New York, 10022. The occupation of Ms. Berley is real estate
manager of Abington, located at 950 Third Avenue, New York, New York, 10022.
Abington is an owner and manager of real property. Ms. Berley has not been
convicted in any criminal proceeding during the past five years.
During the past five years, Ms. Berley has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction the
result of which proceeding was a judgment, decree or final order enjoining
future violation of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violation with respect to such laws.
Ms. Berley is a citizen of the United States.
(iv) The Candlewood Trust
The Candlewood Trust was created on August 31, 1993 for the benefit of
Brian Kalimian, a minor child of Reporting Person Mark Kalimian. The Candlewood
Trust is irrevocable and is governed in accordance with the laws of the State of
New York. The sole trustee of the Candlewood Trust is Mr. Morad Kalimian. As
trustee, Mr. Morad Kalimian has been granted sole and absolute discretionary
investment power. The address of the Candlewood Trust is c/o Abington Holding,
950 Third Avenue, New York, New York, 10022. Mr. Morad Kalimian, as trustee, has
not been convicted in any criminal proceeding during the past five years.
During the past five years, neither Mr. Morad Kalimian, as trustee, nor
the Candlewood Trust has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction the result of which proceeding was
a judgment, decree or final order enjoining future violation of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
Page 14 of 26 Pages
<PAGE>
(v) The Caroline Trust
The Caroline Trust was created on August 22, 1994 for the benefit of
Caroline Berley, a minor child of Reporting Person Linda Berley. The Caroline
Trust is irrevocable and is governed in accordance with the laws of the State of
New York. The sole trustee of the Caroline Trust is Reporting Person Mrs. Mona
Kalimian. As trustee, Mrs. Mona Kalimian has been granted sole and absolute
discretionary investment power. The address of the Caroline Trust is c/o
Abington Holding, 950 Third Avenue, New York, New York, 10022. Mrs. Kalimian, as
trustee, has not been convicted in any criminal proceeding during the past five
years.
During the past five years, neither Mrs. Kalimian, as trustee, nor the
Caroline Trust has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction the result of which proceeding was
a judgment, decree or final order enjoining future violation of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
(vi) The Alexander Trust
The Alexander Trust was created on August 22, 1994 for the benefit of
Alexander Berley, a minor child of Reporting Person Linda Berley. The Alexander
Trust is irrevocable and is governed in accordance with the laws of the State of
New York. The sole trustee of the Alexander Trust is Reporting Person Mrs. Mona
Kalimian. As trustee, Mrs. Mona Kalimian has been granted sole and absolute
discretionary investment power. The address of the Alexander Trust is c/o
Abington Holding, 950 Third Avenue, New York, New York, 10022. Mrs. Kalimian, as
trustee, has not been convicted in any criminal proceeding during the past five
years.
During the past five years, neither Mrs. Kalimian, as trustee, nor the
Alexander Trust has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction the result of which proceeding was
a judgment, decree or final order enjoining future violation of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
Mona Kalimian is the mother of Mark D. Kalimian and Linda Berley. Mark D.
Kalimian and Linda Berley are brother and sister. Morad Kalimian is a first
cousin of Mark D. Kalimian and Linda Berley and a nephew of Mona Kalimian.
Item 3. Source and Amount of Funds or Other Consideration
On July 27, 1995 (the "Stock Closing Date"), (i) Mrs. Mona Kalimian
acquired 155,000 shares of Common Stock for the purchase price of $683,550, (ii)
Mr. Mark D. Kalimian acquired 79,000 shares of Common Stock for the purchase
price of $348,390 and (iii) Ms. Linda Berley acquired 66,000 shares of Common
Stock for the purchase price of
Page 15 of 26 Pages
<PAGE>
$291,000. In addition, prior to the Closing Date, Mrs. Kalimian purchased an
aggregate of 85,000 shares of Common Stock in a series of transactions on the
open market. Each of Mr. Kalimian, Ms. Berley and Mrs. Kalimian paid for their
respective shares of Common Stock with personal funds. On July 11, 1996, each of
Mark Kalimian and Linda Berley sold on the open market 25,000 shares of Common
Stock for the sale price of $8.00 per share.
On August 2, 1995 (the "Warrant Closing Date"), the Company issued certain
warrants to the Candlewood Trust, Caroline Trust and Alexander Trust. These
warrants were issued for $0.01 per warrant and are immediately exercisable
through July 31, 2000, at an exercise price, subject to the adjustments provided
therein, of $5.75 per share (the "Warrants"). On the Warrant Closing Date, the
(i) Candlewood Trust acquired 136,000 Warrants exercisable into 136,000 shares
of Common Stock for the purchase price of $1,360, (ii) Caroline Trust acquired
20,000 Warrants exercisable into 20,000 shares of Common Stock for the purchase
price of $200 and (iii) Alexander Trust acquired 20,000 Warrants exercisable
into 20,000 shares of Common Stock for the purchase price of $200. The Warrants
were paid for by the funds of each of the respective Trusts.
Within the past 60 days, on October 1, 1996, each of Mark Kalimian and
Linda Berley sold on the open market 4,000 shares of Common Stock for the sale
price of $8.75 per share.
Item 4. Purpose of Transaction
The Reporting Persons acquired such securities as part of a private
placement by the Company of up to 1,000,000 shares of Common Stock and up to
588,235 Warrants made pursuant to Rule 506 of Regulation D promulgated under the
Securities Act of 1933, as amended (the "Private Placement").
The purpose of the acquisition of the shares of Common Stock, the Warrants
and the shares underlying the Warrants, by the Reporting Persons, is for
investment. The Reporting Persons may, from time to time, make additional
purchases of shares of Common Stock and/or Warrants and may dispose of any or
all of the shares of Common Stock and/or Warrants held by each such Reporting
Person at any time, including without limitation, under certain circumstances
pursuant to the Put Agreement (as defined in Item 6 hereof), subject, however,
to the 10% Limitation (as defined in Item 6 hereof). The Reporting Persons have
no plans or proposals which relate to, or could result in, any of the matters
referred to in paragraphs (a) through (j) of Item 4 of Schedule 13D. The
Reporting Persons may review or reconsider their position with respect to the
Company or to the formulation of plans or proposals with respect to any such
matter, but have no present intention of doing so.
Page 16 of 26 Pages
<PAGE>
Item 5. Interest in Securities of the Issuer
According to the Company's Quarterly Report on Form 10Q for the period
ended June 30, 1996, the Company has 5,753,305 shares of Common Stock
outstanding as of August 9, 1996, giving effect to the transactions discussed in
Item 3 above. Accordingly:
(a) Mona Kalimian
As of the date hereof, the Reporting Person is the beneficial owner of
280,000 shares of Common Stock, or 4.83% of the outstanding Common Stock,
calculated in accordance with Rule 13d-3(d)(1). Of such 280,000 shares of Common
Stock, 240,000 shares of Common Stock are owned directly. Mrs. Kalimian has sole
voting and dispositive power with respect to these 240,000 shares.
The indirect beneficial ownership of 40,000 shares of Common Stock by Mrs.
Kalimian is as follows:
(i) 20,000 shares of Common Stock underlying Warrants beneficially
owned by the Caroline Trust. As the sole trustee of the Caroline Trust, Mrs.
Mona Kalimian has sole voting and dispositive power with respect to these
shares.
(ii) 20,000 shares underlying Warrants beneficially owned by the
Alexander Trust. As the sole trustee of the Alexander Trust, Mrs. Mona Kalimian
has sole voting and dispositive power with respect to these shares.
Mrs. Kalimian acknowledges her relationship with the other Reporting
Persons, but expressly disclaims beneficial ownership of any shares of Common
Stock held or owned by each of the other Reporting Persons.
(b) Mark D. Kalimian
As of the date hereof, the Reporting Person Mark Kalimian is the
beneficial owner of 50,000 shares of Common Stock, or 0.87% of the outstanding
Common Stock, calculated in accordance with Rule 13d-3(d)(1). Such ownership is
direct. Mr. Kalimian has sole voting and dispositive power with respect to these
shares.
Mr. Kalimian acknowledges his relationship with the other Reporting
Persons, but expressly disclaims beneficial ownership of any shares of Common
Stock held or owned by each of the other Reporting Persons. Mr. Kalimian further
disclaims beneficial ownership of 136,000 shares underlying the Warrants owned
by the Candlewood Trust, of which his minor child is a beneficiary, because
investment and dispositive power of such shares of Common Stock is held solely
by the trustee, Morad Kalimian.
Page 17 of 26 Pages
<PAGE>
(c) Linda Berley
As of the date hereof, the Reporting Person Linda Berley is the beneficial
owner of 37,000 shares of Common Stock, or 0.64% of the outstanding Common
Stock, calculated in accordance with Rule 13d-3(d)(1). Such ownership is direct.
Ms. Berley has sole voting and dispositive power with respect to these shares.
Ms. Linda Berley acknowledges her relationship with the other Reporting
Persons, but expressly disclaims beneficial ownership of any shares of Common
Stock held or owned by each of the other Reporting Persons. Ms. Berley further
disclaims beneficial ownership of 40,000 shares of Common Stock underlying the
Warrants owned by the Caroline Trust and Alexander Trust, both of which her
minor children are beneficiaries, because investment and dispositive power of
such shares of Common Stock is held solely by the trustee, Reporting Person Mona
Kalimian.
(d) Candlewood Trust
As of the date hereof, the Reporting Person Candlewood Trust is the
beneficial owner of 136,000 shares of Common Stock, or 2.31% of the outstanding
Common Stock, calculated in accordance with Rule 13d-3(d)(1). Such ownership is
direct. Morad Kalimian, as sole trustee of the Candlewood Trust, has sole voting
and dispositive power with respect to these shares.
The Candlewood Trust acknowledges its relationship with the Reporting
Persons, but expressly disclaims beneficial ownership of any shares of Common
Stock held or owned by each of the other Reporting Persons.
(e) Caroline Trust
As of the date hereof, the Reporting Person Caroline Trust is the
beneficial owner of 20,000 shares of Common Stock, or 0.35% of the outstanding
Common Stock, calculated in accordance with Rule 13d-3(d)(1). Such ownership is
direct. Mrs. Kalimian, as sole trustee of the Caroline Trust, has sole voting
and dispositive power with respect to these shares.
The Caroline Trust acknowledges its relationship with the Reporting
Persons, but expressly disclaims beneficial ownership of any shares of Common
Stock held or owned by each of the other Reporting Persons.
(f) Alexander Trust
As of the date hereof, the Reporting Person Alexander Trust is the
beneficial owner of 20,000 shares of Common Stock, or 0.35% of the outstanding
Common Stock, calculated in accordance with Rule 13d-3(d)(1). Such ownership is
direct. Mrs. Kalimian, as sole
Page 18 of 26 Pages
<PAGE>
trustee of the Alexander Trust, has sole voting and dispositive power with
respect to these shares.
The Alexander Trust acknowledges its relationship with the Reporting
Persons, but expressly disclaims beneficial ownership of any shares of Common
Stock held or owned by each of the other Reporting Persons.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
Pursuant to (i) a Registration Rights Agreement, as amended, dated the
Stock Closing Date between the Company and each of Mona Kalimian, Mark Kalimian
and Linda Berley and (ii) a Registration Rights Agreement, as amended, dated the
Warrant Closing Date between the Company and each of the Caroline Trust,
Alexander Trust and Candlewood Trust (collectively, the "Registration Rights
Agreement"), the Company filed a registration statement on Form S-1 (the
"Registration Statement"), which was declared effective on July 11, 1996 by the
Commission, covering the shares of Common Stock and shares underlying the
Warrants held by the Reporting Persons ("Registrable Securities"). The Company
has agreed to maintain the effectiveness of the Registration Statement until the
earlier of (i) two (2) years from the date of the Registration Rights Agreement
or (ii) the date all of the Registrable Securities have been sold. In addition,
each of the Caroline Trust, Alexander Trust and Candlewood Trust were afforded
"piggy-back" registration rights commencing two (2) years from the date of the
Registration Rights Agreement in the event any of their respective shares of
Common Stock underlying the Warrants had not been resold pursuant to the
Registration Statement. The Reporting Persons agreed, on a collective basis,
that they will not sell, pursuant to the Registration Statement, during any
period of 90 consecutive days, more than 30,000 shares of Common Stock, i.e.,
10% of the shares of Common Stock acquired in the Private Placement (the "10%
Limitation"); provided, however, that the 10% Limitation will lapse two (2)
years from the date of the Registration Rights Agreement; and provided, further,
that the 10% Limitation does not apply to the shares of Common Stock underlying
the Warrants. The 10% Limitation is cumulative, such that in the event the
Reporting Persons Mona Kalimian, Mark Kalimian and Linda Berley collectively
sell less than 30,000 shares of Common Stock during any period of 90 consecutive
days, the unutilized portion of the 10% Limitation may be carried forward to the
next period of 90 consecutive days on a cumulative and successive basis.
In addition, pursuant to the Put Agreement dated the Stock Closing Date by
and between Mona Kalimian, Mark Kalimian and Linda Berley (in such capacities,
collectively the "Put Holders"), and Martin J. Sergi ("Sergi") and Nicholas
Menonna, Jr. ("Menonna" and with Sergi, the "Principals"), who are principal
shareholders, officers and directors of the Company, during the period
commencing on November 1, 1995 and which expired on July 11, 1996, the Put
Holders, collectively, had the right to sell (the "Put") and the Principals
unconditionally agreed to purchase, up to 60,000 shares of Common Stock (the
"Put Shares") tendered to the Principals by the Put Holders.
Page 19 of 26 Pages
<PAGE>
Item 7. Material to Be Filed as Exhibits
Exhibit 1 Joint Filing Agreement. [Previously Provided]
Exhibit 2 Registration Rights Agreement, as amended, dated July 27,
1995, by and among the Company and Mona Kalimian, Mark
D. Kalimian and Linda Berley. [Previously Provided]
Exhibit 3 Registration Rights Agreement, as amended, dated August 2,
1995, by and among the Company and the Candlewood Trust,
Caroline Trust and Alexander Trust. [Previously Provided]
Exhibit 4 Put Agreement dated July 27, 1995, by and among Nicholas
Menonna, Jr. and Martin J. Sergi and Mona Kalimian, Mark
Kalimian and Linda Berley. [Previously Provided]
Page 20 of 26 Pages
<PAGE>
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.
October 3, 1996 /s/ Mona Kalimian
- - --------------- -----------------
Date Signature
Mona Kalimian
-----------------
Name
Page 21 of 26 Pages
<PAGE>
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.
October 3, 1996 /s/ Mark D. Kalimian
- - --------------- --------------------
Date Signature
Mark D. Kalimian
--------------------
Name
Page 22 of 26 Pages
<PAGE>
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.
October 3, 1996 /s/ Linda Berley
- - --------------- --------------------
Date Signature
Linda Berley
--------------------
Name
Page 23 of 26 Pages
<PAGE>
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.
October 3, 1996 /s/ Morad Kalimian
- - --------------- ------------------------------
Date Morad Kalimian, as trustee for
the Candlewood Trust
Page 24 of 26 Pages
<PAGE>
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.
October 3, 1996 /s/ Mona Kalimian
- - --------------- ------------------------------
Date Mona Kalimian, as trustee for
the Caroline Berley 1994 Credit
Shelter Trust
Page 25 of 26 Pages
<PAGE>
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.
October 3, 1996 /s/ Mona Kalimian
- - --------------- ------------------------------
Date Mona Kalimian, as trustee for
the Alexander Berley 1994
Credit Shelter Trust
Page 26 of 26 Pages
