-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DRwOatuP2rzCt7tkvTw50aEyMmNzPfRaC2CKINfKPjj+JStBomYpLos8IiLjWtH2 a1dUskMddiFzIatbXuxEiQ== 0000950112-96-003091.txt : 19960829 0000950112-96-003091.hdr.sgml : 19960829 ACCESSION NUMBER: 0000950112-96-003091 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960828 SROS: NONE GROUP MEMBERS: ALL-TECH INVESTMENT GROUP, INC. GROUP MEMBERS: HOUTKIN HARVEY GROUP MEMBERS: MARK SHEFTS GROUP MEMBERS: RUSHMORE FINANCIAL SERVICES, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GENCOR INDUSTRIES INC CENTRAL INDEX KEY: 0000064472 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION MACHINERY & EQUIP [3531] IRS NUMBER: 590933147 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34225 FILM NUMBER: 96621662 BUSINESS ADDRESS: STREET 1: 5201 N ORANGE BLOSSOM TRAIL CITY: ORLANDO STATE: FL ZIP: 32810 BUSINESS PHONE: 4072906000 MAIL ADDRESS: STREET 1: 5201 N ORANGE BLOSSOM STREET 2: 5201 N ORANGE BLOSSOM CITY: ORANLANDO STATE: FL ZIP: 32810 FORMER COMPANY: FORMER CONFORMED NAME: MECHTRON INTERNATIONAL CORP DATE OF NAME CHANGE: 19880128 FORMER COMPANY: FORMER CONFORMED NAME: MECHTRON GENCO CORP DATE OF NAME CHANGE: 19720411 FORMER COMPANY: FORMER CONFORMED NAME: MECHTRON CORP DATE OF NAME CHANGE: 19690909 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HOUTKIN HARVEY CENTRAL INDEX KEY: 0000905215 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 78 LAFAYETTE AVENUE STREET 2: SUITE 207 CITY: SUFFERN STATE: NY ZIP: 10901 BUSINESS PHONE: 2017820200 MAIL ADDRESS: STREET 1: C/O ALL TECH STREET 2: 160 SUMMIT AVE CITY: MONTVALE STATE: NJ ZIP: 07645 SC 13D/A 1 GENCOR INDUSTRIES, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No. 15 GENCOR INDUSTRIES, INC. ----------------------------------------------- (Name of Issuer) Common Stock ------------------------------------ (Title of Class of Securities) 368-678-108 ------------------------- (CUSIP Number) Harvey Houtkin, c/o All-Tech Investment Group, Inc. 160 Summit Avenue, Montvale, New Jersey 07645//(201) 782-0200 ------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 14, 1996 --------------------------------------------------- (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 [x] 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). Page 1 of 11 SCHEDULE 13D CUSIP NO. 368-678-108 Page 2 of 11 Pages ----------- ------------------ 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON All-Tech Investment Group, Inc. ------------------------------------------------------------ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [x] (b) [ ] ------------------------------------------------------------ 3. SEC USE ONLY ------------------------------------------------------------ 4. SOURCE OF FUNDS WC OO ------------------------------------------------------------ 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] ------------------------------------------------------------ 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York ------------------------------------------------------------ 7. SOLE VOTING POWER Number of Shares -0- -------------------------------------------- Beneficially 8. SHARED VOTING POWER Owned by Each 27,883 ----------------------------------------------- Reporting 9. SOLE DISPOSITIVE POWER Person With -0- ----------------------------------------------- 10. SHARED DISPOSITIVE POWER 27,883 - ------------------------------------------------------------------ 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 27,883 ------------------------------------------------------------ 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] CERTAIN SHARES ------------------------------------------------------------ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.1% ------------------------------------------------------------ 14. TYPE OF REPORTING PERSON BD ------------------------------------------------------------ SCHEDULE 13D CUSIP NO. 368-678-108 Page 3 of 11 Pages ----------- ------------------ 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON RUSHMORE FINANCIAL SERVICES, INC. -------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ] -------------------------------------------------------------- 3. SEC USE ONLY -------------------------------------------------------------- 4. SOURCE OF FUNDS WC OO -------------------------------------------------------------- 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] -------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey -------------------------------------------------------------- 7. SOLE VOTING POWER Number of Shares -0- ---------------------------------------------------- Beneficially 8. SHARED VOTING POWER Owned By Each 34,617 ---------------------------------------------------- Reporting Person With 9. SOLE DISPOSITIVE POWER -0- ---------------------------------------------------- 10. SHARED DISPOSITIVE POWER 34,617 -------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 34,617 --------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] CERTAIN SHARES --------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.6% --------------------------------------------------------------- 14. TYPE OF REPORTING PERSON CO --------------------------------------------------------------- SCHEDULE 13D CUSIP NO. 368-678-108 Page 4 of 11 Pages ----------- ------------------ 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Harvey Houtkin --------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [x] (b) [ ] --------------------------------------------------------------- 3. SEC USE ONLY --------------------------------------------------------------- 4. SOURCE OF FUNDS PF WC OO --------------------------------------------------------------- 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] --------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States --------------------------------------------------------------- 7. SOLE VOTING POWER Number of Shares 126,098 ------------------------------------------------ Beneficially 8. SHARED VOTING POWER Owned by Each 76,032 ------ Reporting 9. SOLE DISPOSITIVE POWER Person With 126,098 ------- 10. SHARED DISPOSITIVE POWER 76,032 - -------------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 202,130 -------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [x] CERTAIN SHARES ------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 15.1% ------------------------------------------------------------- 14. TYPE OF REPORTING PERSON IN ------------------------------------------------------------- SCHEDULE 13D CUSIP NO. 368-678-108 Page 5 of 11 Pages ----------- ------------------ 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Mark Shefts ------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [x] (b) [ ] ------------------------------------------------------------- 3. SEC USE ONLY ------------------------------------------------------------- 4. SOURCE OF FUNDS PF OO ------------------------------------------------------------- 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] ------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States ------------------------------------------------------------- 7. SOLE VOTING POWER Number of Shares 38,140 ------------------------------------------------ Beneficially 8. SHARED VOTING POWER Owned by Each 66,623 ------------------------------------------------ Reporting 9. SOLE DISPOSITIVE POWER Person With 38,140 ------------------------------------------------ 10. SHARED DISPOSITIVE POWER 66,623 - ------------------------------------------------------------------ 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 104,763 ------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [x] CERTAIN SHARES ------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.8% ------------------------------------------------------------- 14. TYPE OF REPORTING PERSON IN ------------------------------------------------------------- Item 1. Security and Issuer Common Stock Gencor Industries, Inc. 5201 North Orange Blossom Trail Orlando, FL 32810 Item 2. Identity and Background (a) All-Tech Investment Group, Inc. (b) 160 Summit Avenue Montvale, New Jersey 07645 (c) Registered broker/dealer, 160 Summit Avenue, Montvale, NJ 07645 (d) No (e) No (f) New York All of the shares of All-Tech Investment Group, Inc. ("All-Tech"), a registered broker/dealer which makes a market in the issuer's stock are owned by Rushmore Financial Services, Inc. ("Rushmore"). All-Tech previously filed a Report on Schedule 13D with respect to the issuer; this joint filing constitutes Amendment No. 15 thereto. Information with respect to Rushmore is as follows. Through Wanshef Inc.'s merger with Rushmore, Rushmore now owns 100% of the All-Tech stock. (a) Rushmore Financial Services, Inc. (b) 160 Summit Avenue Montvale, New Jersey 07645 (c) Financial Services, 160 Summit Avenue, Montvale, New Jersey 07645 (d) No (e) No (f) New York Page 6 of 11 Pages Information with respect to Mr. Houtkin is set forth below. Mr. Houtkin has previously filed a Report on Schedule 13D with respect to the issuer; this joint filing constitutes Amendment No. 15 thereto. (a) Harvey Houtkin (b) c/o All-Tech Investment Group, Inc. 160 Summit Avenue Montvale, New Jersey 07645 (c) Chairman of the Board and President, All-Tech Investment Group, Inc. and Domestic Securities, Inc., registered broker-dealers located at 160 Summit Avenue, Montvale, NJ 07645, and Rushmore Financial Services, Inc. (d) No (e) In 1990 a consent order was issued by the New Jersey Bureau of Securities pursuant to a negotiated amicable resolution of the application for registration of Domestic Securities, Inc. ("Domestic"), a registered broker-dealer, in the State of New Jersey. The order provided that neither Domestic nor Mr. Houtkin would reapply for registration for three years and the New Jersey Bureau of Securities would be reimbursed $50,000 in respect of its costs of investigation of the application. Mr. Houtkin and Domestic are now registered in the State of New Jersey. (f) United States Information with respect to Mr. Shefts is set forth below. Mr. Shefts has previously filed a Report on Schedule 13D with respect to the issuer; this joint filing constitutes Amendment No. 15 thereto. (a) Mark Shefts (b) c/o All-Tech Investment Group, Inc. 160 Summit Avenue Montvale, New Jersey 07645 (c) Executive VP/Secretary/Treasurer All-Tech Investment Group, Inc., Domestic Securities, Inc. and Rushmore Financial Services, Inc., 160 Summit Avenue, Montvale, NJ 07645 (d) No (e) No (f) United States Page 7 of 11 Pages Item 3. Source and Amount of Funds or Other Consideration. Amounts set forth below are for shares owned directly by a reporting person. WC/OO All-Tech Investment Group, Inc., a registered broker/dealer which makes a market in the issuer's stock, purchased 27,883 shares (2.1%) in a margin account. All of the stock of All-Tech is owned by Rushmore. PF/OO 5,241 of the shares directly beneficially owned by Mr. Houtkin individually were purchased in a margin account and 120,857 were purchased for cash. 13,532 shares directly beneficially owned by Mr. Houtkin and his mother, Esther Houtkin, were purchased for cash. Mr. Houtkin's wife Sherry Houtkin owns 77,000 shares (5.8%) and his adult son Brad Houtkin is the beneficial owner of 7,810 shares (0.6%). Mr. Houtkin disclaims beneficial ownership of all of such shares. All of the shares owned by Mrs. Houtkin were purchased for cash. All of the shares owned by Mrs. Houtkin were purchased for cash. 7,100 (0.6%) of of the shares owned by Brad Houtkin were purchased in a margin in a margin account; 710 shares were issued as a dividend. PF/OO The 38,140 shares directly beneficially owned by Mr. Shefts were purchased for cash. Mr. Shefts owns 4,123 shares jointly with Edith Shefts, his mother, which were purchased for cash. Mr. Shefts' wife, Wanda Shefts, owns 47,293 shares (3.5%); Mr. Shefts disclaims beneficial ownership of such shares. All of such shares were purchased for cash. WC/OO Rushmore owns 34,617 shares (2.6%) of the issuer directly which were purchased on margin and indirectly owns 27,883 shares (2.1%) through its ownership of All-Tech. Rushmore is owned 50% by Mr. Shefts and 50% by Mr. Houtkin. Item 4. Purpose of Transaction The shares were purchased for investment purposes only, except for the shares owned by All-Tech, which were purchased as inventory for its market- making activity. Except for All-Tech's continuing to make a market in the issuer's stock, there are no current plans or proposals to acquire or dispose of the issuer's securities or to seek any change in the issuer's business or corporate structure. Page 8 of 11 Item 5. Interest in Securities of the Issuer (a) The aggregate number of the issuer's common shares beneficially owned at the close of business on July 1, 1996, (the record date for the issuer's annual meeting of shareholders), by all reporting persons submitting this joint filing equals approximately 28.1% of the common stock outstanding on July 1, 1996. All shares held in corporate name as set forth below are subject to shared voting and dispositive power; shares owned by Messrs. Houtkin and Shefts individually are subject to sole voting and dispositive power. (b) Shares beneficially owned by each reporting person: All-Tech Investment Group, Inc. TOTAL: 27,883 PERCENTAGE: 2.1% Rushmore Financial Services, Inc. (excluding shares TOTAL: 34,617 of All-Tech) PERCENTAGE: 2.6% Harvey Houtkin, individually 126,098 Harvey Houtkin jointly with Esther Houtkin 13,532 Harvey Houtkin as a control person of Rushmore (excluding shares owned by All-Tech) 34,617 Harvey Houtkin as a control person of All-Tech 27,883 ------- TOTAL: 202,130 PERCENTAGE: 15.1% Mark Shefts, individually 38,140 Mark Shefts jointly with his mother, Edith Shefts 4,123 Mark Shefts as a control person of Rushmore 34,617 Mark Shefts as a control person of All-Tech 27,883 ------ TOTAL: 104,763 PERCENTAGE: 7.8% Page 9 of 11 Mr. Shefts disclaims beneficial ownership of 47,293 shares (3.5%) owned by his wife, Wanda Shefts. Mr. Houtkin disclaims beneficial owner of 77,000 shares (5.8%) owned by his wife, Sherry Houtkin, and 7,810 shares (0.6%) owned by his adult son Brad Houtkin. (c) All-Tech, a market-maker in the issuer's stock, effects transactions in the issuer's stock continually. (d) N/A (e) N/A Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The parties filing this Report on Form 13D have orally agreed to make this joint filing. The parties filing this Report on Form 13D voted their shares for the election of Robert D. Kashan to serve as the director of the issuer elected by the common stockholders or have given a proxy to Mr. Houtkin, or Mr. Josef Ross, who solicited proxies in connection with the annual meeting of stockholders of the issuer. Messrs. Houtkin and Ross also voted all shares as to which they held a proxy against management's proposed charter amendment to increase the number of authorized shares. Mr. Ross and Mr. Kashan are customers of All-Tech, owned indirectly by Mr. Houtkin and Mr. Shefts. Item 7. Material to be Filed as Exhibits None Page 10 of 11 Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. August 13, 1996 ALL-TECH INVESTMENT GROUP, INC. By s/Harvey Houtkin ----------------------------- Harvey Houtkin, President RUSHMORE FINANCIAL SERVICES, INC. By s/Harvey Houtkin ----------------------------- Harvey Houtkin, President s/Harvey Houtkin ------------------------------ Harvey Houtkin s/Mark Shefts ------------------------------ Mark Shefts Page 11 of 11 Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. August 13, 1996 ALL-TECH INVESTMENT GROUP, INC. By -------------------------- Harvey Houtkin, President RUSHMORE FINANCIAL SERVICES, INC. By -------------------------- Harvey Houtkin, President ---------------------------- Harvey Houtkin ---------------------------- Mark Shefts Page 11 of 11 -----END PRIVACY-ENHANCED MESSAGE-----