-----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, dD9TplAMOCfxuEz5ADazDiX/lsdnqt68qkpcIiuxl36ct6yykH3yd31sg8d6GOxi 8fPVOKFRHuV3ikviHkYgsA== 0000003327-95-000006.txt : 19950509 0000003327-95-000006.hdr.sgml : 19950508 ACCESSION NUMBER: 0000003327-95-000006 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950117 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALBERTO CULVER CO CENTRAL INDEX KEY: 0000003327 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [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: 95501427 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: LHL GRANTOR ANNUITY TRUST CENTRAL INDEX KEY: 0000914621 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [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 LHL GRANTOR 13D-AMEND 3 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 3 )* 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) December 8, 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). 13D CUSIP NO. 013068101 Page 2 of 9 Pages 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 1,178,748 8 SHARED VOTING POWER 2,389,618 9 SOLE DISPOSITIVE POWER 1,178,748 10 SHARED DISPOSITIVE POWER 2,389,618 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,568,366 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * 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. X 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 21.28% 14 TYPE OF REPORTING PERSON * IN * SEE INSTRUCTIONS BEFORE FILLING OUT! 13D CUSIP NO. 013068101 Page 3 of 9 Pages 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 474,322 8 SHARED VOTING POWER -0- 9 SOLE DISPOSITIVE POWER 474,322 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 474,322 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). 2.83% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! 13D CUSIP NO. 013068101 Page 4 of 9 Pages 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 474,322 8 SHARED VOTING POWER -0- 9 SOLE DISPOSITIVE POWER 474,322 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 474,322 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). 2.83% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! 13D CUSIP NO. 013068101 Page 5 of 9 Pages 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 1,113,659 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 1,113,659 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,113,659 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). 6.64% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT! 13D CUSIP NO. 013068101 Page 6 of 9 Pages 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 1,113,659 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 1,113,659 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,113,659 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). 6.64% 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) BEL Grantor Annuity Trust dated 10/1/93 ("BEL Grantor Trust") 3) LHL Grantor Annuity Trust dated 10/1/93 ("LHL Grantor Trust") 4) BEL April, 1994 Grantor Annuity Trust dated 4/11/94 ("BEL Trust") 5) LHL April, 1994 Grantor Annuity Trust dated 4/11/94 ("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 and the President of Alberto-Culver USA, Inc., a subsidiary of Alberto. 2), 3), 4) and 5) 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), and 5) Illinois trusts Item 3. Source and Amount of Funds or Other Consideration. Not applicable. On December 8, 1994, Bernick, as trustee for the BEL Grantor Trust, for the benefit of Bernice E. Lavin, and as trustee for the LHL Grantor Trust, for the benefit of Leonard H. Lavin, transferred from each such trust, 525,678 shares to the respective beneficiary of the trust, individually. Similarly, on December 8, 1994, Bernick and Mrs. Lavin, and, Bernick and Mr. Lavin, as co-trustees of the BEL Trust for the benefit of Mrs. Lavin and of the LHL Trust for the benefit of Mr. Lavin, respectively, each transferred 486,341 shares to the respective beneficiary of the trust, individually. Item 4. Purpose of Transaction. 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: 3,568,366 shares total: 180,104 shares directly; 1,113,659 shares held as co-trustee of the LHL Trust; 1,113,659 shares held as co-trustee of the BEL Trust; 474,322 shares as trustee of the BEL Grantor Trust; 474,322 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: 21.28% total: 1% directly; 6.64% as co- trustee of the LHL Trust; 6.64% as co-trustee of the BEL Trust; 2.83% as trustee of the BEL Grantor Trust; 2.83% 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 16,767,240 Class B shares outstanding as of September 30, 1994). (b) Number of Shares as to Which Such Person Has:
BEL LHL Bernick Grantor Trust Grantor Trust BEL Trust LHL Trust (i) Sole power to vote: 1,178,748 474,322 474,322 -0- -0- (ii) Shared power to vote: 2,389,618 -0- -0- 1,113,659 1,113,659 (iii) Sole power to dispose: 1,178,748 474,322 474,322 -0- -0- (iv) Shared power to dispose: 2,389,618 -0- -0- 1,113,659 1,113,659
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. 4 to Schedule 13D with Mrs. Lavin concurrently with the filing of this Amendment No. 3 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 Chairman, 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, 130,178 and 278,044 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: January 10, 1995 Signature: /s/ Carol L. Bernick Name/Title: Carol L. Bernick, Individually; as Trustee of the LHL Grantor Annuity Trust dated 10/1/93; and the BEL Grantor Annuity Trust dated 10/1/93 and as Co-Trustee of the BEL April, 1994 Grantor Annuity Trust and LHL April, 1994 Grantor Annuity Trust /TEXT> -----END PRIVACY-ENHANCED MESSAGE-----