-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, b07ZRsv5HUke1E7Z8aWwQavTcIP7Ytt6Cdf50f8vqXr3a2IIZmB21yOi/Wv05HeF QnwPUmjNPyCPtEL5gWpTNQ== 0000003327-94-000022.txt : 19940919 0000003327-94-000022.hdr.sgml : 19940919 ACCESSION NUMBER: 0000003327-94-000022 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940916 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALBERTO CULVER CO CENTRAL INDEX KEY: 0000003327 STANDARD INDUSTRIAL CLASSIFICATION: 2844 IRS NUMBER: 362257936 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-10375 FILM NUMBER: 94549232 BUSINESS ADDRESS: STREET 1: 2525 ARMITAGE AVE CITY: MELROSE PARK STATE: IL ZIP: 60160 BUSINESS PHONE: 7084503000 MAIL ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BEL GRANTOR ANNUITY TRUST CENTRAL INDEX KEY: 0000914623 STANDARD INDUSTRIAL CLASSIFICATION: 0000 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 BUSINESS PHONE: 708-450-3051 MAIL ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 SC 13D/A 1 CAROL BERNICK 13-D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 2 )* ALBERTO-CULVER COMPANY (Name of Issuer) CLASS B COMMON STOCK, $.22 PAR VALUE PER SHARE (Title of Class of Securities) 013068101 (CUSIP Number) Marshall E. Eisenberg, (312) 269-8000 Carol L. Bernick NEAL GERBER & EISENBERG (708) 450-3051 Two North LaSalle Street, Suite 2200 2525 Armitage Avenue Chicago, Illinois 60602 Melrose Park, IL 60160 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 11, 1994 (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 disclosure 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). CUSIP NO. 013068101 13D 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON CAROL L. BERNICK 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) X 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 2,230,104 8 SHARED VOTING POWER 3,362,300 9 SOLE DISPOSITIVE POWER 2,230,104 10 SHARED DISPOSITIVE POWER 3,362,300 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,592,404 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * X Excluded are 340,000 shares held directly by Bernick's spouse. Bernick has no beneficial interest in such shares and beneficial ownership of them is disclaimed. 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 33.28% 14 TYPE OF REPORTING PERSON * IN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 013068101 13D 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON BERNICE E. LAVIN GRANTOR ANNUITY TRUST DTD 1/28/93 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) X 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois Trust NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 0 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Not applicable 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 0% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 013068101 13D 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LEONARD H. LAVIN GRANTOR ANNUITY TRUST DTD 1/28/93 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) X 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois Trust NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 0 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Not applicable 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 0% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 013068101 13D 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON BEL GRANTOR ANNUITY TRUST DTD 10/1/93 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) X 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois Trust NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 1,000,000 8 SHARED VOTING POWER -0- 9 SOLE DISPOSITIVE POWER 1,000,000 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Not applicable 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 6.0% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 013068101 13D 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LHL GRANTOR ANNUITY TRUST DTD 10/1/93 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) X 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois Trust NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 1,000,000 8 SHARED VOTING POWER -0- 9 SOLE DISPOSITIVE POWER 1,000,000 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Not applicable 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 6.0% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 013068101 13D 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON BEL APRIL, 1994 GRANTOR ANNUITY TRUST 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) X 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois Trust NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 1,600,000 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 1,600,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,600,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Not applicable 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 9.52% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 013068101 13D 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON LHL APRIL, 1994 GRANTOR ANNUITY TRUST 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b)X 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois Trust NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 1,600,000 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 1,600,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,600,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Not applicable 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 9.52% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! Item 1. Security and Issuer. Title of Class of Securities: Class B Common Stock, $.22 par value per share Name and Address of Issuer: Alberto-Culver Company ("Alberto") 2525 Armitage Avenue Melrose Park, IL 60160 Item 2. Identity and Background. (a) Name of Person Filing: 1) Carol L. Bernick ("Bernick") 2) Bernice E. Lavin Grantor Annuity Trust dated 1/28/93 ("Bernice Lavin Trust") 3) Leonard H. Lavin Grantor Annuity Trust dated 1/28/93 ("Leonard Lavin Trust") 4) BEL Grantor Annuity Trust dated 10/7/93 ("BEL Grantor Trust") 5) LHL Grantor Annuity Trust dated 10/7/93 ("LHL Grantor Trust") 6) BEL April, 1994 Grantor Annuity Trust ("BEL Trust") 7) LHL April, 1994 Grantor Annuity Trust ("LHL Trust") (b) Address: 1), 2), 3), c/o Carol L. Bernick 4) and 5) 2525 Armitage Avenue Melrose Park, IL 60160 (c) Principal Business: (1) Bernick, an individual, is a Director and Executive Vice-President and Assistant Secretary of Alberto. 2), 3), 4) 5), 6) and 7) Trust Administration. (d) Prior Criminal Convictions: None (e) Prior Civil Proceedings With Respect to Federal or State Securities Laws: None (f) Place of Organization: 1) U.S. Citizen 2), 3), 4), 5), 6) and 7) Illinois trusts Item 3. Source and Amount of Funds or Other Consideration. Not applicable. On April 11, 1994, Bernick, as trustee for the Bernice Lavin Trust, for the benefit of Bernice E. Lavin, and as trustee of the Leonard Lavin Trust, for the benefit of Leonard H. Lavin, transferred from each trust, 1,100,000 shares to the respective beneficiary of the trust, individually. Thereafter, on April 11, 1994, Mr. Lavin individually transferred 1,600,000 shares to himself and Bernick as co-trustees of the LHL Trust. On April 11, 1994, Mrs. Lavin also transferred 1,600,000 shares to herself and Bernick as co-trustees of the BEL Trust. Lastly, on April 11, 1994, Mr. and Mrs. Lavin each transferred 25,000 shares to Bernick as trustee of the Lavin Survivorship Insurance Trust, for the benefit of Leonard H. Lavin and Bernice E. Lavin. Item 4. Purpose of Transaction. Acquisitions and dispositions of securities were caused by trust funding as indicated under Item 3 above. The transfers and transactions were for the Lavin family's estate planning rather than corporate purposes. The transfers were not undertaken for purposes of effecting any of the actions listed in this item. Item 5. Interest in Securities of the Issuer. (a) Amount Beneficially Owned: 5,592,404 shares total: 180,104 shares directly; 1,600,000 shares held as co-trustee of the LHL Trust; 1,600,000 shares held as co-trustee of the BEL Trust; 1,000,000 shares as trustee of the BEL Grantor Trust; 1,000,000 shares as trustee of the LHL Trust; 50,000 shares as trustee of the Lavin Survivor Insurance Trust dated 4/23/93; 12,000 shares as a Director and Vice President of Lavin Family Foundation, a charitable foundation of which Bernick is a Director and Vice President; and 150,300 shares as co-trustee of a trust for her benefit. Percentage of Class: 33.28% total: 1.1% directly; 9.52% as co-trustee of the LHL Trust; 9.52% as co-trustee of the BEL Trust; 6.0% as trustee of the BEL Grantor Trust; 6.0% as trustee of the LHL Grantor Trust; .1% as a Director and Vice President of Lavin Family Foundation; and .9% as co-trustee of a trust for her benefit (based upon 16,801,842 Class B shares outstanding as of March 31, 1994). (b) Number of Shares as to Which Such Person Has:
Bernice Lavin Leonard Lavin BEL LHL Bernick Trust Trust Grantor Trust Grantor Trust BEL Trust LHL Trust (i) Sole power to vote: 2,230,104 -0- -0- 1,000,000 1,000,000 -0- -0- (ii) Shared power to vote: 3,362,300 -0- -0- -0- -0- 1,600,000 1,600,000 (iii) Sole power to dispose: 2,230,104 -0- -0- 1,000,000 1,000,000 -0- -0- (iv)Shared power to dispose: 3,362,300 -0- -0- -0- -0- 1,600,000 1,600,000
The above shares shown as owned by each of the BEL Grantor Trust and the LHL Grantor Trust are reflected as a sole power of Bernick and each respective trust since Bernick is the sole trustee of said trusts. Bernick shares voting power of the shares in the BEL Trust and LHL Trust with Bernice E. Lavin and Leonard H. Lavin, respectively. Bernick also shares voting power of the 12,000 shares held by Lavin Family Foundation with Leonard H. Lavin and Bernice E. Lavin. Bernick, in her capacity as co-trustee of a trust for her benefit, shares voting power of 150,300 shares held by such trust with Bernice E. Lavin. The LHL Trust will also file a joint Schedule 13G in February 1995 with Leonard H. Lavin and the BEL Trust has also filed a joint Amendment No.3 to Schedule 13D with Mrs. Lavin concurrently with the filing of this Amendment No. 2 to Schedule 13D. Certain information regarding Leonard H. Lavin and Bernice E. Lavin is presented below: (a) Name of Person: Leonard H. Lavin Bernice E. Lavin (b) Address: 2525 Armitage Avenue Melrose Park, Illinois 60160 (c) Principal Business: Leonard H. Lavin, an individual, is a Director and the Chairman and Chief Executive Officer of Alberto. Bernice E. Lavin, an individual, is a Director and Vice President, Secretary and Treasurer of Alberto. (d) Prior Criminal Convictions: None. (e) Prior Civil Proceedings With Respect to Federal or State Securities Laws: None. (f) Place of Organization: U.S. Citizen. The foregoing does not reflect 50,100, 124,844 and 103,044 shares of Alberto Class A Common Stock owned by Bernick and Mrs. Lavin as co-trustees of a trust for Bernick's benefit, Bernick individually, and Lavin Family Foundation, respectively. Also excluded are 340,000 shares of Alberto Class B Common Stock and 125,000 shares of Alberto Class A Common Stock held directly by Bernick's spouse. Bernick has no beneficial interest in such shares owned by her spouse and beneficial ownership of them is disclaimed. (c) None, except as reported in Item 3 above. (d) None. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Item 7. Material to be Filed as Exhibits. None. 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: September 8, 1994 Signature: /s/ Carol L. Bernick Name/Title: Carol L. Bernick, Individually; as Trustee of the Bernice E. Lavin Grantor Annuity Trust dated 1/28/93; Leonard H. Lavin Grantor Annuity Trust dated 1/28/93; LHL Grantor Annuity Trust dated 10/7/93; and the BEL Grantor Annuity Trust dated 10/7/93 and as Co-Trustee of the BEL April, 1994 Grantor Annuity Trust and LHL April, 1994 Grantor Annuity Trust -----END PRIVACY-ENHANCED MESSAGE-----