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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. )*
DIEDRICH COFFEE, INC.
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(NAME OF ISSUER)
Common Stock, $.01 par value
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(TITLE OF CLASS OF SECURITIES)
253675
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(CUSIP NUMBER)
AMRE A. YOUNESS, 3 CIVIC PLAZA, SUITE 170, NEWPORT BEACH, CA 92660
714/729-9751
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(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)
October 1, 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 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).
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SCHEDULE 13D
CUSIP No. 253675 PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
AMRE A. YOUNESS
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [X]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
AF
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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
United States of America
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7 SOLE VOTING POWER
90,958 Shares
NUMBER OF ----------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 340,000 Shares
OWNED BY ----------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 90,958 Shares
PERSON ----------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
340,000 Shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
430,958 Shares
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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)
8.0 %
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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SCHEDULE 13D
CUSIP No. 253675 PAGE 3 OF 6 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
NUVRTY, INC.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [X]
(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
Colorado
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7 SOLE VOTING POWER
NUMBER OF ----------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 340,000 Shares
OWNED BY ----------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON ----------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
340,000 Shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
340,000 Shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.3%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE. RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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CUSIP NO. 253675 SCHEDULE 13D PAGE 4 OF 6 PAGES
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Item 1. Security and Issuer
This Schedule 13D relates to the Common Stock, $.01 par value, of
Diedrich Coffee, Inc., whose principal executive offices are located at 2144
Michelson Drive, Irvine, California 92612.
Item 2. Identity and Background
This Schedule 13D is filed on behalf of Amre A. Youness and Nuvrty,
Inc., a Colorado corporation. The business address of Mr. Youness and Nuvrty,
Inc. is 3 Civic Plaza, Suite 170, Newport Beach, CA 92660-5916. Mr. Youness is a
private investor and Nuvrty, Inc. is a corporation wholly owned by Mr. Youness
through which he makes some investments. Mr. Youness is also a director and
executive officer of Nuvrty, Inc.
Neither Mr. Youness nor Nuvrty, Inc. has, during the last five years,
been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), nor has either of them been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction as the result of which
either of them was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activity subject to, federal
or state securities laws or finding any violation with respect to such laws.
Mr. Youness is a citizen of the United States of America and Nuvrty,
Inc. is a Colorado corporation.
Item 3. Source and Amount of Funds or Other Consideration
Mr. Youness owns directly 90,958 shares of Common Stock of Diedrich
Coffee, Inc. which he acquired upon the dissolution of Diedrich Partners I, L.P.
(transactions by Diedrich Partners I, L.P. were reported on Schedule 13G filed
jointly by Mr. Youness and the partnership).
Nuvrty, Inc. acquired a warrant to purchase 340,000 shares of Common
Stock of Diedrich Coffee, Inc. in connection with the making of a loan to the
Company. Nuvrty, Inc. made the loan from funds on hand.
Item 4. Purpose of Transaction
Nuvrty, Inc. acquired the warrant for investment. Neither Nuvrty, Inc.
nor Mr. Youness has any plans or proposals which relate to or would result in:
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CUSIP NO. 253675 SCHEDULE 13D PAGE 5 OF 6 PAGES
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(a) the acquisition by any person of additional securities of the
Issuer, or the disposition of securities of the Issuer; provided, however, that
Nuvrty, Inc. and Mr. Youness reserve the right to acquire additional securities
or dispose of securities from time to time.
(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 the
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 Certificate of Incorporation or
Bylaws 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; or
(j) any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
Mr. Youness beneficially owns 430,958 shares of Common Stock of
Diedrich Coffee, Inc., representing 8.0% of the outstanding shares. Of this
amount, 90,958 shares were acquired upon the dissolution of Diedrich Partners I,
L.P., which was reported on Amendment No. 1 to Schedule 13G filed jointly by Mr.
Youness and Diedrich Partners I, L.P. Mr. Youness has sole voting power and sole
dispositive power with respect to the 90,958 shares owned directly by him.
Nuvrty, Inc. has a warrant, presently exercisable, to purchase 340,000
shares of Common Stock of Diedrich Coffee, Inc., representing 6.3% of the
outstanding shares. Mr.
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CUSIP NO. 253675 SCHEDULE 13D PAGE 6 OF 6 PAGES
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Youness is the sole shareholder of Nuvrty, Inc., and Mr. Youness and Nuvrty,
Inc. have shared voting power and shared dispositive power with respect to the
340,000 shares represented by the warrant issued to Nuvrty, Inc.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
There are no contracts, arrangements, understandings or relationships
with respect to securities of Diedrich Coffee, Inc. between Mr. Youness and
Nuvrty, Inc. or between either of them and any other person, other than the loan
agreement between Nuvrty, Inc. and Diedrich Coffee, Inc., the warrant issued to
Nuvrty, Inc., and an intercreditor agreement between Diedrich Coffee, Inc. and
Nuvrty, Inc. and other lenders to the Issuer.
Item 7. Material to be Filed as Exhibits
Not applicable.
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.
Date: October 14, 1997
/s/ Amre A. Youness
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Amre A. Youness
Nuvrty, Inc.
By: /s/ Amre A. Youness
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Amre A. Youness, President
