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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.1)
Norland Medical Systems, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
656031 10 1
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(CUSIP Number)
Reynald G. Bonmati
Premium Point
New Rochelle, NY 10801
(914) 576-6032
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 27, 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.
* The remainder of this cover 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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CUSIP No. 656031 10 1 13D 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
Reynald G. Bonmati (Soc. Sec. No. ###-##-####)
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) / /
(B) /X/
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF;00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or (e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States citizen
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7 SOLE VOTING POWER
NUMBER OF
937,500
SHARES -----------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 1,050,000
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 937,500
PERSON -----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
1,050,000
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,987,500
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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)
28.8%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Page 3 of 5 Pages
CUSIP NO. 656031-10-1
Item 1. SECURITY AND ISSUER
This statement relates to the Common Stock, par value $0.0005 per
share ("Common Stock"), of Norland Medical Systems, Inc. (the "Issuer"). The
principal executive offices of the Issuer are located at 106 Corporate Park
Drive, Suite 106, White Plains, New York 10604.
Item 2. IDENTITY AND BACKGROUND.
The person filing this statement is Reynald G. Bonmati, whose
residence address is Premium Point, New Rochelle, New York 10801. The
undersigned is Chairman of the Board, President, Treasurer and a Director of the
Issuer. The undersigned is also a Managing Director of Norland Medical Systems,
B.V.; President and a Director of Norland Corporation; President and a Director
of The EICON Group, Inc.; and President and a Director of Novatech Resource
Corporation and Novatech Management Corporation.
During the past five years, the undersigned has not been (i) convicted
in a criminal proceeding (excluding traffic violations and similar
misdemeanors); or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction which resulted in a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or a finding
of any violation with respect to such laws.
The undersigned is a citizen of the United States.
Item 3. SOURCE AND AMOUNTS OF FUNDS OF OTHER CONSIDERATION.
On August 27, 1996 the undersigned purchased 375,000 shares of Common
Stock (the "Shares") from Hans Schiessl at an aggregate purchase price of
$2,500,000. Payment of the purchase price was made by means of a promissory
note issued by the undersigned to Mr. Schiessl. The note bears interest at the
rate of 7% per annum payable quarterly. The entire principal amount is due and
payable on August 27, 2001. Prepayments may be made at any time.
Item 4. PURPOSE OF TRANSACTION.
The undersigned has acquired the 375,000 Shares from Mr. Schiessl as
an investment. It is possible that in the future the undersigned may acquire
additional shares of Common Stock, either by the grant or exercise of stock
options or by open market or private purchases, and may sell shares of Common
Stock.
The undersigned has been President (chief executive officer) and a
director of the Issuer since the Issuer commenced operations in January of 1994.
In such capacities, the undersigned is frequently involved in discussions
concerning, among other things, the Issuer's operating and other plans and
various potential transactions to which the Issuer might be a party.
Subject to the foregoing, the undersigned does not, in his individual
capacity, have any plans or proposals which relate to or would result in:
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Page 4 of 5 Pages
(a) The acquisition by any person of additional securities of the
Issuer, or the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the Issuer
or any of its subsidiaries;
(d) Any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend
policy of the Issuer;
(f) Any other material change in the Issuer's business or corporate
structure;
(g) Changes in the Issuer's charter, by-laws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Issuer by any person;
(h) Causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934, as amended; or
(j) Any action similar to any of those enumerated above.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The undersigned may be deemed to be the beneficial owner of
1,987,500 shares of Common Stock (or 28.8% of the total outstanding). This
figure includes: (i) 937,500 shares owned directly by the undersigned; (ii)
786,000 shares owned by Norland Partners, L.P. ("Norland Partners"); and (iii)
264,000 shares owned by Novatech Ventures, L.P. ("Novatech Ventures"). The
undersigned may be deemed to beneficially own the shares owned by Norland
Partners and Novatech Partners due to his relationship with such entities. The
undersigned is President and a principal stockholder of (i) Novatech Management
Corporation, the sole general partner of Norland Partners, and (ii) Novatech
Resource Corporation, the sole general partner of Novatech Ventures. The
undersigned is also a limited partner of Novatech Ventures. Beneficial
ownership of the stock owned by Norland Partners and Novatech Ventures is
disclaimed by the undersigned, except to the extent of his proportionate
interest in such limited partnerships.
(b) The undersigned has sole power to vote and dispose of 937,500
shares of Common Stock owned directly by the undersigned and shared power to
vote and dispose of 786,000 shares of Common Stock owned by Norland Partners and
264,000 shares of Common Stock owned by Novatech Ventures.
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Page 5 of 5 Pages
(c) There have been no transactions in securities of the Issuer
effected during the past sixty days by the undersigned other than the
acquisition of the 375,000 Shares, as described in Item 2.
(d) No other person has the right to receive or the power to direct
the receipt of dividends from, or proceeds from the sale of, the securities of
the Issuer owned by the undersigned, Norland Partners and Novatech Partners.
(e) Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS
OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
Not applicable.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Not applicable.
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.
Dated: September 6, 1996
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Reynald G. Bonmati
