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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. 3)
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 18, 1997
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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 Page 2 of 5 Pages
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
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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
U.S. citizen
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NUMBER OF 7 SOLE VOTING POWER
SHARES 887,500
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 1,050,000
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 887,500
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PERSON 10 SHARED DISPOSITIVE POWER
WITH 1,050,000
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,937,500
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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)
27.1%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 656031-10-1 Page 3 of 5 Pages
On August 18, 1997 the undersigned sold 225,000 shares of Common
Stock at a price of $10.50 per share, and on August 20, 1997 the
undersigned sold 20,000 shares of Common Stock at a price of $11.25 per
share. Such sales were made pursuant to Rule 144 under the Securities Act
of 1933.
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.
Not applicable.
Item 4. Purpose of Transaction.
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. The Issuer has agreed to acquire all of the outstanding stock of
Norland Corporation, which acquisition is subject to the approval of the
Issuer's stockholders at the 1997 Annual Meeting. The proposals to be
acted upon at the Annual Meeting include the election of directors and an
amendment to the Issuer's Certificate of Incorporation to increase the
amount of authorized Common Stock.
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Page 4 of 5 Pages
Subject to the foregoing, the undersigned does not, in his
individual capacity, have any plans or proposals which relate to or would
result in:
(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
1,937,500 shares of Common Stock (or 27.1% of the total outstanding). This
figure includes: (i) 887,500 shares owned directly by the undersigned
(including 7,500 shares which may be acquired upon the exercise of vested
options); (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.
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Page 5 of 5 Pages
(b) The undersigned has sole power to vote and dispose of 887,500
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.
(c) There have been no transactions in securities of the Issuer
effected during the past sixty days by the undersigned other than the sales
of the 245,000 shares of Common Stock, as described herein.
(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: August 25, 1997
/s/ Reynald G. Bonmati
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Reynald G. Bonmati
