-----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, ASQi0/5O/gD30Ao/cTzl4iNm9eThCC9PvG/BUSS/+I3YhtbyP9mjEyU1p2R26kOS TEdJpof287T0p6r+ZrMuaA== 0000905718-99-000174.txt : 19990315 0000905718-99-000174.hdr.sgml : 19990315 ACCESSION NUMBER: 0000905718-99-000174 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990312 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PRESIDENTIAL REALTY CORP/DE/ CENTRAL INDEX KEY: 0000731245 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 131954619 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-34516 FILM NUMBER: 99563642 BUSINESS ADDRESS: STREET 1: 180 S BROADWAY CITY: WHITE PLAINS STATE: NY ZIP: 10605 BUSINESS PHONE: 9149481300 MAIL ADDRESS: STREET 1: 180 SOUTH BROADWAY CITY: WHITE PLAINS STATE: NY ZIP: 10605 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WILSHIRE OIL CO OF TEXAS CENTRAL INDEX KEY: 0000107454 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 840513668 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 921 BERGEN AVE CITY: JERSEY CITY STATE: NJ ZIP: 07306-4204 BUSINESS PHONE: 2014202796 MAIL ADDRESS: STREET 1: 921 BERGEN AVENUE STREET 2: 921 BERGEN AVENUE CITY: JERSEY CITY STATE: NJ ZIP: 07306 SC 13D 1 SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. __)* PRESIDENTIAL REALTY CORPORATION - -------------------------------------------------------------------------------- (Name of Issuer) CLASS B COMMON STOCK - -------------------------------------------------------------------------------- (Title of Class of Securities) 741004204 - -------------------------------------------------------------------------------- (CUSIP Number) S. Wilzig Izak Wilshire Oil Company of Texas 921 Bergen Avenue, 11th Floor, Jersey City, New Jersey 07306 201-420-2800 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 31, 1995 - -------------------------------------------------------------------------------- (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 ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 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 the disclosures provided in a prior cover page. The information required in 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. 741004204 - -------------------------------------------------------------------------------- (1) NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Wilshire Oil Company of Texas - 840513668 - -------------------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- (3) SEC USE ONLY - -------------------------------------------------------------------------------- (4) SOURCE OF FUNDS WC - -------------------------------------------------------------------------------- (5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) - -------------------------------------------------------------------------------- (6) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - -------------------------------------------------------------------------------- (7) SOLE VOTING POWER NUMBER OF 191,100 --------------------------------------------------------- SHARES (8) SHARED VOTING POWER -0- BENEFICIALLY --------------------------------------------------------- (9) SOLE DISPOSITIVE POWER OWNED BY 191,100 --------------------------------------------------------- EACH REPORTING (10) SHARED DISPOSITIVE POWER -0- PERSON WITH - -------------------------------------------------------------------------------- (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 191,100 - -------------------------------------------------------------------------------- (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - -------------------------------------------------------------------------------- (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.1% - -------------------------------------------------------------------------------- (14) TYPE OF REPORTING PERSON CO - -------------------------------------------------------------------------------- Item 1. Security and Issuer Class B Common Stock Presidential Realty Corporation (the "Issuer") 180 South Broadway White Plains, New York 10605 Item 2. Identity and Background This Schedule 13D is filed on behalf of Wilshire Oil Company of Texas ("Wilshire"), a Delaware corporation. Wilshire is engaged in the exploration and development of oil and gas, both in its own name and through several wholly-owned subsidiaries in the United States and Canada. Wilshire's real estate division owns investment real estate properties in Arizona, Texas, Florida, Georgia and New Jersey. Wilshire also holds investments in certain marketable securities. Wilshire's principal executive offices are located at 921 Bergen Avenue, 11th Floor, Jersey City, New Jersey 07306. Each executive officer and each director of Wilshire is a citizen of the United States except W. Martin Willschick, who is a citizen of Canada. The name, business address and present principal occupation of each executive officer and director are set forth in Annex I to this Schedule 13D which is incorporated herein by this reference. During the past five years, to the best of Wilshire's knowledge, neither Wilshire nor any of its executive officers or directors has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which Wilshire or such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration Wilshire first invested in the Issuer's Class B Common Stock during 1991. Wilshire's holdings in the Class B Common Stock first exceeded 5% of the total outstanding shares of Class B Common Stock on March 31, 1995. On that date, Wilshire purchased 11,000 shares of Class B Common Stock in five separate transactions on the open market at an aggregate purchase price of $77,000. After the purchase of the 11,000 shares, Wilshire held 161,100 shares of Class B Common Stock, or 5.3% of the total outstanding Class B Common Stock at that time. Wilshire acquired an additional 30,000 shares of Class B Common Stock in 20 separate open market transactions in the months of April, May, June, July, November and December, 1995. The amount of Class B Common Stock purchased in each transaction ranged from 200 to 4,000 shares. All purchases by Wilshire were funded by Wilshire's working capital. Wilshire has not effected any transactions in the Issuer's Class B Common Stock since December 31, 1995. Item 4. Purpose of Transaction Wilshire has no present plans or proposals of the type set forth in paragraphs (a) through (j) of Item 4 of Schedule 13D. Wilshire may, from time to time, purchase additional shares of Class B Common Stock or dispose of all or a portion of the shares of Class B Common Stock beneficially owned by it, either in the open market or in privately negotiated transactions. Item 5. Interest in Securities of the Issuer As of November 6, 1998 (as reported in the Issuer's Form 10-Q for the period ended September 30, 1998), there were 3,121,198 shares of Class B Common Stock issued and outstanding. As of that same date, Wilshire beneficially owned 191,100 shares of Class B Common Stock, or 6.1% of the total outstanding shares of Class B Common Stock. Wilshire has sole power to vote, or to direct the vote, and sole power to dispose, or to direct the disposition, as to all 191,100 shares of Class B Common Stock beneficially owned by it. To the best of Wilshire's knowledge, no executive officer or director of Wilshire beneficially owns any shares of the Issuer's Class B Common Stock, nor have any transactions in the Issuer's Class B Common Stock been effected during the past 60 days by Wilshire or, to the best knowledge of Wilshire, by any executive officer or director of Wilshire. In addition, no person is known to Wilshire to have the right to receive or the power to direct the receipt of distributions from, or proceeds from the sale of, the shares of Class B Common Stock beneficially owned by Wilshire. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Not applicable. Item 7. Material to Be Filed as Exhibits Not applicable. ANNEX I DIRECTORS AND EXECUTIVE OFFICERS Set forth below are the name and present principal occupation of each director and executive officer of Wilshire Oil Company of Texas as of March 5, 1999. The business address of each such director and executive officer is c/o Wilshire Oil Company of Texas, 921 Bergen Avenue, 11th Floor, Jersey City, New Jersey 07306. NAME PRINCIPAL OCCUPATION Dr. Ira F. Braun Director of Neuro Interventional Radiology, Miami Vascular Institute; Clinical Professor of Radiology, University of Miami Milton Donnenberg Formerly President, Milton Donnenberg Assoc., Realty Management, Carlstadt, N.J. S. Wilzig Izak Chairman of the Board and Chief Executive Officer of Wilshire Eric J. Schmertz, Esq. Of Counsel to the law firm of Rivkin, Radler & Kremer; Edward F. Carlough Distinguished Professor, Hofstra University School of Law, Hempstead, N.Y. Dr. William J. Schwartz Chief of Opthamology, Good Samaritan Hospital, Suffern, N.Y. Ernest Wachtel President, Ellmax Corp., Builders and Realty Investors, Elizabeth, N.J. W. Martin Willschick Manager, Capital Financing of the Municipality of Metropolitan Toronto, Canada 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. March 10, 1999 -------------------------------------------- (Date) WILSHIRE OIL COMPANY OF TEXAS By: /s/ S. Wilzig Izak -------------------------------------------- (Signature) S. Wilzig Izak, Chairman and Chief Executive Officer -------------------------------------------- (Name/Title) Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001) -----END PRIVACY-ENHANCED MESSAGE-----