-----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, G9tikSzIIBDLg0uyyVzt2PuupkPcyz78IS0DabUOGaRQABaL4/rfwqDWGoMxB5DO eGHEOPP7eVPuRtL+BJ2quw== 0000103575-00-000002.txt : 20000110 0000103575-00-000002.hdr.sgml : 20000110 ACCESSION NUMBER: 0000103575-00-000002 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000107 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ROCKY MOUNTAIN CHOCOLATE FACTORY INC CENTRAL INDEX KEY: 0000785815 STANDARD INDUSTRIAL CLASSIFICATION: SUGAR & CONFECTIONERY PRODUCTS [2060] IRS NUMBER: 840910696 STATE OF INCORPORATION: CO FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-38695 FILM NUMBER: 503122 BUSINESS ADDRESS: STREET 1: 265 TURNER DR CITY: DURANGO STATE: CO ZIP: 81301 BUSINESS PHONE: 3032590554 MAIL ADDRESS: STREET 1: 265 TURNER DRIVE CITY: DURANGO STATE: CO ZIP: 81301 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SUNSTATES CORP /DE/ CENTRAL INDEX KEY: 0000103575 STANDARD INDUSTRIAL CLASSIFICATION: WOOD HOUSEHOLD FURNITURE, (NO UPHOLSTERED) [2511] IRS NUMBER: 221664434 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 4600 MARRIOTT DR STE 200 CITY: RALEIGH STATE: NC ZIP: 27612 BUSINESS PHONE: 9197815611 MAIL ADDRESS: STREET 1: 4600 MARRIOTT DR STE 200 CITY: RALIEGH STATE: NC ZIP: 27612 FORMER COMPANY: FORMER CONFORMED NAME: ACTON CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: VIKOA INC DATE OF NAME CHANGE: 19760930 FORMER COMPANY: FORMER CONFORMED NAME: REGO INSULATED WIRE CORP DATE OF NAME CHANGE: 19680517 SC 13D/A 1 SCHEDULE 13D AMENDMENT NO. 6 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Under the Securities Exchange Act of 1934 SCHEDULE 13D Amendment No. 6 CLYDE WM. ENGLE (Name of person(s) filing Statement) ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. (Name of Issuer) Common Stock, $.03 par value per share (Title of class of securities) 774678 40 3 (CUSIP Number) Clyde Wm. Engle 4433 West Touhy Avenue Lincolnwood, Illinois 60712 (847)675-2800 (Name, address and telephone number of person authorized to receive notices and communications) December 27, 1999 (Date of event which requires filing of this Statement) 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person CLYDE WM. ENGLE 2. Check the Appropriate Box if a Member of a Group (a) [] (b) [] 3. SEC Use Only 4. Source of Funds PF 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [XX ] 6. Citizenship or Place of Organization USA 7. Sole Voting Power 344,587 Common Shares 8. Shared Voting Power N/A 9. Sole Dispositive Power 344,587 Common Shares 10. Shared Dispositive Power N/A 11. Aggregate Amount Beneficially Owned By Each Reporting Person 344,587 Common Shares 12. Check Box if the Aggregate Amount in Row (11) excludes Certain Shares [XX] 13. Percent of Class Represented By Amount in Row (11) 13.26% 14. Type of Reporting Person IN ITEM 1. Security and Issuer. The title of the class of equity securities to which this statement relates is the shares of common stock, $.03 par value per share. The name and address of the issuer of such securities is Rocky Mountain Chocolate Factory, Inc. ("Rocky Mountain"), 265 Turner Drive, Durango, Colorado 81301. ITEM 2. Identity and Background (a)(b)(c) Clyde Wm. Engle, 4433 West Touhy Avenue, Lincoln-wood, Illinois 60712, is Chairman of the Board of Directors and Chief Executive Officer of RDIS Corporation, Chairman of the Board of Directors, President and Chief Executive Officer of Telco Capital Corporation, Chairman of the Board of Directors and Chief Executive Officer of Sunstates Corporation, Chairman of the Board, President and Chief Executive Officer of GSC Enterprises, Inc. and Chairman of the Board and President of its subsidiary, Bank of Lincolnwood. (d(e)Except as set forth below, Mr. Engle has not during the past five years been convicted in a criminal proceeding of any sort (excluding traffic violations and similar misdemeanors), or been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating actions subject to, federal or state securities laws or finding any violation with respect to such laws. Mr. Engle is subject of a Cease and Desist order dated October 7, 1993, issued by the Securities and Exchange Commission (the "Commission") requiring him and certain of his affiliates to permanently cease and desist from committing any further violations of Section l6(a) of the Securities Exchange Act of l934 as amended and the rules promulgated thereunder, which requires monthly and other periodic reports of transactions in certain securities. The Commission found some of the reports of such transactions to have been filed delinquently although many of these transactions were between affiliated entities or had been publicly reported in other reports filed with the Commission or had been otherwise publicly announced. ITEM 3 Source and Amount of Funds or Other Consideration. Mr. Engle purchased the subject shares out of personal funds. ITEM 4. Purpose of Transaction. The purpose of purchases of securities of Rocky Mountain by Mr. Engle is for investment. Mr. Engle intends to review continuously his position in Rocky Mountain and may, depending upon his evaluation of Rocky Mountain's business and prospects as well as upon future developments and upon price, availability of shares and other factors, determine to increase, decrease or eliminate his position in Rocky Mountain. Mr. Engle is not considering any plans or proposals which relate to or would result in:(a) the acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization, or liquidation, involving Rocky Mountain or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of Rocky Mountain or any of its subsidiaries;(d) any change in Rocky Mountain's Board of Directors or management; (e) any material change in the present capitalization or dividend policy of Rocky Mountain; (f) any material change in Rocky Mountain's business, corporate structure, charter or by-laws; (g) any change which would impede the acquisition of control of Rocky Mountain by any person; (h) any class of securities of Rocky Mountain being delisted or ceasing to be authorized to be quoted; (i) Rocky Mountain common stock being eligible for termination of registration under Sec. 12(g)(4) of the Securities Exchange Act of l934; or (j) any action similar to those enumerated above. ITEM 5. Interest in Securities of the Issuer. (a) Mr. Engle owns directly 215,857 shares of common stock of Rocky Mountain, and in addition owns indirectly 128,730 shares through an affiliated company. (b) In addition to the shares owned by Mr. Engle, a further 10,000 shares of Rocky Mountain common stock are owned beneficially by members of Mr. Engle's immediate family; Mr. Engle disclaims any beneficial interest in these shares. (c) During the past 60 days, Mr. Engle acquired shares of Rocky Mountain Chocolate Factory common stock on the dates and for the consideration set forth below: No.of Shares Price Date Transaction 100,500 $5.75 Dec 27 Private purchase 10,000 5.4313 Dec 15 Open Mkt purchase 5,000 5.5 Dec 16 Open Mkt purchase 2,900 5.24 Dec 28 Open Mkt purchase 2,000 5.25 Dec 29 Open Mkt purchase 1,100 5.25 Dec 31 Open Mkt purchase ITEM 6. Contracts, Arrangements or Understandings with Respect to Securities of the Issuer. NONE ITEM 7. Materials to be Filed as Exhibits. (a) NONE 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: January 6, 2000 CLYDE WM. ENGLE /S/ CLYDE WM. ENGLE -----END PRIVACY-ENHANCED MESSAGE-----