SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 1)
Meridian Medical Technologies, Inc.
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(Name of Issuer)
Common Stock, par value $0.10 per share
__________________________________________________________________
(Title of Class of Securities)
589658 10 3
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(Cusip Number)
Stephen J. Kunst, Esq.
EM Industries, Incorporated
7 Skyline Drive
Hawthorne, NY 10532
(914) 592-4660
and
Klaus H. Jander, Esq.
Clifford Chance Rogers & Wells LLP
200 Park Avenue
New York, NY 10166
(212) 878-8000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 24, 2000
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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 that is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-1(e),
13d-1(f) or 13d-1(g), check the following box |_|
Note. Schedules filed in paper format should include a signed
original and five copies of the schedule, including all exhibits. See
Rule 13d-7(b) for the other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 4 Pages)
<PAGE>
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CUSIP No. 589658 10 3 13D Page 2 of 4 Pages
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1. NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
EM. Industries, Incorporated
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)|_|
(b)|_|
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3. SEC USE ONLY
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4. SOURCES OF FUNDS
OO
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) OR 2(e)
|_|
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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7. SOLE VOTING POWER
NUMBER OF
UNITS 243,476(1)
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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8. SHARED VOTING POWER
0
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9. SOLE DISPOSITIVE POWER
243,476(1)
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10. SHARED DISPOSITIVE POWER
0
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
243,476(1)
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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)
8.1%
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14. TYPE OF REPORTING PERSON
CO
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(1) Includes 29,038 shares of Common Stock of the issuer subject to presently
exercisable warrants.
<PAGE>
SCHEDULE 13D
FILED PURSUANT TO RULE 13d-1
OF THE GENERAL RULES AND REGULATIONS UNDER
THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
This Amendment No. 1, which relates to shares of the common stock, par
value $0.10 per share (the "Common Stock") of Meridian Medical Technologies,
Inc. (the "Issuer") and is being filed by EM Industries, Incorporated,
supplements and amends the statement on Schedule 13D, dated November 20, 1996,
and originally filed with the Commission on December 2, 1996.
Item 4. Purpose of the Transaction.
The third paragraph of Item 4 of Schedule 13D is deleted and amended to read in
its entirety as follows:
EM originally acquired the Merger Common Shares for investment purposes. EM has
determined to dispose of all of the Common Stock that it holds, either on Nasdaq
or in a privately negotiated transaction or transactions, and to dispose of all
of the Warrants in a privately negotiated transaction or transactions, in each
case, as soon as possible and depending upon market conditions and other factors
and subject to compliance with the Stockholders Agreement. No assurances can be
given that EM will be successful in disposing of its Common Stock and/or
Warrants or as to the timing of such dispositions.
Item 5. Interest in Securities of the Issuer.
Paragraph (a) of Item 5 of Schedule 13D is deleted and amended to read in its
entirety as follows:
(a) EM directly owns 214,438 shares of Common Stock and Warrants to purchase
29,038 shares of Common Stock (together, the "EM Common Shares"), which amounts
include the shares of Common Stock and Warrants acquired in the Merger plus
61,989 shares of Common Stock previously acquired by EM from STI in November
1992 in a privately negotiated transaction. Based in part upon information
provided by the Issuer and calculated in accordance with Rule 13d-3(d)(1) under
the Exchange Act, the EM Common Shares represent 8.1% of (i) the 2,994,930
shares of Common Stock outstanding on the date hereof plus (ii) the 29,038
shares of Common Stock issuable upon exercise of the Warrants.
<PAGE>
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.
Dated: October 24, 2000
EM INDUSTRIES, INCORPORATED
By: /s/ Stephen J. Kunst
Name: Stephen J. Kunst
Title: Secretary and General Counsel
