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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. 7)
NORLAND MEDICAL SYSTEMS, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
656031-10-1
(CUSIP Number)
Reynald G. Bonmati
Premium Point
New Rochelle, NY 10801
(914) 576--1595
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 31, 1999
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of Sections240.13d-1(e), 240.13d-1(f) or 240.13d-2(g), check
the following box [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of this schedule, including all exhibits, should be filed with the
Commission. See Section 240.13d-7(b) for other parties to whom copies are to be
sent.
* The remainder of this cover page shall be filled out for a 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
"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
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SCHEDULE 13D
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Reynald G. Bonmati (Social Security Number ###-##-####)
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) ( )
(b) (x )
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3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
- --------------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ( )
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
- --------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON 3,172,040
WITH -----------------------------------------------------------------
8 SHARED VOTING POWER
13,994,715
-----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
3,172,040
-----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
13,994,715
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,994,715
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)( )
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.9%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
- --------------------------------------------------------------------------------
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CUSIP NO. 656031-10-1
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Statement on Schedule 13D/A
This Amendment amends and supplements the Statements on Schedule 13D of
Reynald G. Bonmati filed with the Securities and Exchange Commission on
September 6, 1996, January 13, 1997, August 26, 1997, January 11, 1999, April
12, 1999 and June 17, 1999 (collectively, as last amended, the "Original
Statement") with respect to the beneficial ownership by such person of shares of
common stock, $.0005 par value per share ("Common Stock"), of Norland Medical
Systems, Inc., a Delaware corporation ("Issuer"). The filing of this Amendment
is occasioned by certain sales and other transfers of the shares as described
herein. Except as set forth below, the information contained in the Original
Statement is unchanged.
The undersigned participated in a number of transactions at the end of
December, 1999 that have triggered this filing. On December 30, 1999, the
undersigned made an open market sale of 80,000 shares of Common Stock at $.50
per share.
On December 31, 1999, the undersigned received a distribution from
Novatech Ventures, L.P. ("Novatech Ventures") of which the undersigned is a
partner, of 558,801 shares of Common Stock in repayment of an advance to
Novatech Ventures in the amount of $311,704. Novatech Ventures owned shares
needed to satisfy the debt after receiving a distribution of 2,397,846 shares
from Norland Partners, L.P. ("Novatech Partners") of which Novatech Ventures is
a partner. As of December 31, 1999, Norland Partners had distributed all of its
7,735,201 shares to its partners.
The undersigned also received a distribution of 1,685,577 shares from
Novatech Management Corporation ("Novatech Management"), of which the
undersigned is a principal stockholder and President. Novatech Management, after
receiving 2,975,106 shares from Norland Partners (as part of the distribution to
its partners referenced above), determined it was in the Corporation's best
interest to distribute all of the Issuer's securities then held to its two
shareholders (of which the undersigned is one).
ITEM 1. SECURITY AND ISSUER.
This statement relates to the Common Stock of Norland Medical Systems,
Inc. The principal executive offices of the Company are located at 106 Corporate
Park Drive, Suite 106, White Plains, New York 10604.
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CUSIP NO. 656031-10-1
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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 Company. The
undersigned is also a managing director of Norland Medical Systems B.V. ("NMS
BV"); President and a Director of each of Novatech Resource and Novatech
Management; and a managing member of Bones, L.L.C. ("Bones"), each entity being
a stockholder of the Issuer. Novatech Management is the sole general partner of
Norland Partners.
During the past five years, the foregoing party has not (a) been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or (b) been party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws, or finding any violations with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The undersigned received a distribution from Novatech Ventures, of
which the undersigned is a partner, of 558,801 shares of Common Stock in
repayment of an advance to Novatech Ventures in the amount of $311,704.
ITEM 4. PURPOSE OF TRANSACTIONS.
The reporting person has no present plans or proposals that relate to
or would result in or cause:
(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;
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CUSIP NO. 656031-10-1
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(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, bylaws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person;
(h) a class of securities of the Issuer being de-listed from a
national securities exchange or to cease to be authorized to
be quoted in an interdealer 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; or
(j) any action similar to any of those enumerated above.
The filing person reserves the right to adopt such plans and proposals
subject to applicable regulatory requirements, if any; and to transfer
securities of the Issuer directly and/or sell securities of the Issuer in the
open market.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of November 12, 1999, there were 25,956,278 shares of Common
Stock of the Issuer outstanding. Mr. Bonmati may be deemed to be the beneficial
owner of 13,994,715 shares of Common Stock (or 53.9% of the total shares
outstanding). This figure includes: (i) 3,172,040 shares owned directly by Mr.
Bonmati; (ii) 500,000 shares owned by NMS BV; (iii) 87,842 shares owned by
Novatech Resource; (iv) 10,234,833 shares owned by Bones.
Mr. Bonmati may be deemed to beneficially own the shares owned by NMS
BV, Novatech Resource and Bones due to his relationship with such entities. Mr.
Bonmati is a managing director of NMS BV. Bones is a controlling stockholder of
NMS BV. Mr. Bonmati is President and a principal stockholder of Novatech
Resource and a managing member of Bones. Beneficial ownership of the stock owned
by NMS BV, Novatech Resource and Bones is disclaimed by Mr. Bonmati, except to
the extent
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CUSIP NO. 656031-10-1
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of his proportionate interest in such entities. The above ownership figures do
not include a total of 45,966 shares of Common Stock owned by Mr. Bonmati's
wife, as trustee of trusts benefiting their children, with respect to which Mr.
Bonmati disclaims beneficial ownership.
(b) Mr. Bonmati has sole power to vote and dispose of 3,172,040 shares
owned directly by Mr. Bonmati and shared power to vote and dispose of (i)
500,000 shares owned by NMS BV; (ii) 87,842 shares owned by Novatech Resource;
(iii) 10,234,833 shares owned by Bones.
(c) There have been no transactions in securities of the Issuer
effected during the past sixty days by the undersigned other than as described
herein.
(d) Except as set forth in this Amended Statement, no other person is
known to have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the securities of the Issuer
that are owned beneficially by the reporting persons.
(e) Item 5(e) is not applicable to this Amended Statement.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS
OR RELATIONSHIPS WITH RESPECT TO THE
SECURITIES OF THE COMPANY
Not Applicable
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
N/A
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CUSIP NO. 656031-10-1
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SIGNATURES
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.
Date: January 14, 2000
Reynald G. Bonmati
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Reynald G. Bonmati
