-----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, TBdmhAUnyJFA8GET4ccGyuzHDGvtbsDCtYQzYBo4RRuDJJBuQ10cXc4i/vvyH6Qd +oSYdDA9sge25URVne/waQ== 0000950123-99-007927.txt : 19990824 0000950123-99-007927.hdr.sgml : 19990824 ACCESSION NUMBER: 0000950123-99-007927 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990823 GROUP MEMBERS: JOSEPH STECHLER GROUP MEMBERS: STECHLER JOSEPH & CO INC /NJ/ /ADV SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ORTEC INTERNATIONAL INC CENTRAL INDEX KEY: 0000889992 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] IRS NUMBER: 113068704 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-47439 FILM NUMBER: 99697814 BUSINESS ADDRESS: STREET 1: 3960 BROADWAY STREET 2: BLDG 28 CITY: NEW YORK STATE: NY ZIP: 10032 BUSINESS PHONE: 7183264698 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STECHLER JOSEPH & CO INC /NJ/ /ADV CENTRAL INDEX KEY: 0000889391 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 222706307 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 15 ENGLE STREET STREET 2: STE 202 CITY: ENGLEWOOD STATE: NJ ZIP: 07631 BUSINESS PHONE: 2018941500 MAIL ADDRESS: STREET 1: 15 ENGLE ST CITY: ENGLEWOOD STATE: NJ ZIP: 07631 FORMER COMPANY: FORMER CONFORMED NAME: STECHLER JOSEPH & CO INC /NJ/ /ADV DATE OF NAME CHANGE: 19971001 SC 13D/A 1 AMENDMENT # 16 TO SCHEDULE 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.16) ORTEC INTERNATIONAL, INC. (Name of Issuer) Common Stock, $0.001 Par Value (Title of Class of Securities) 68749B108 (CUSIP Number) Gabriel Kaszovitz, Esq. Feder, Kaszovitz, Isaacson, Weber, Skala & Bass LLP 750 Lexington Avenue New York, New York 10022 (212) 888-8200 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 11, 1999 (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 Rule 13-d-1(e), 13d-1(f) or 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(b) 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). Continued on following page(s) Page 1 of 6 Pages Exhibit Index: None 2 PAGE 2 OF 6 PAGES SCHEDULE 13D CUSIP NO. 68749B108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person JOSEPH STECHLER & COMPANY, INC. 2 Check the Appropriate Box if a Member of a Group* a. / / b. /X/ 3 SEC Use Only 4 Source of Funds* 00 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 864,666 Shares Beneficially 8 Shared Voting Power Owned By 0 Each Reporting 9 Sole Dispositive Power Person 864,666 With 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 864,666 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares* /X/ 13 Percent of Class Represented by Amount in Row (11) 12.88% 14 Type of Reporting Person* CO; IA *SEE INSTRUCTIONS BEFORE FILLING OUT! 3 PAGE 3 OF 6 PAGES SCHEDULE 13D CUSIP NO. 68749B108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person JOSEPH STECHLER (in the capacity described herein) 2 Check the Appropriate Box if a Member of a Group* a. / / b. /X/ 3 SEC Use Only 4 Source of Funds* 00 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 955,166 Shares Beneficially 8 Shared Voting Power Owned By 0 Each Reporting 9 Sole Dispositive Power Person 955,166 With 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 955,166 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares* / / 13 Percent of Class Represented by Amount in Row (11) 14.10% 14 Type of Reporting Person* IN; IA *SEE INSTRUCTIONS BEFORE FILLING OUT! 4 PAGE 4 OF 6 PAGES This Amendment No. 16 to Schedule 13D relates to shares of common stock, $0.001 par value per share (the "Shares"), of Ortec International, Inc. (the "Issuer"). This Amendment No. 16 supplementally amends the initial statement on Schedule 13D dated September 29, 1997 and all amendments thereto (collectively, the "Initial Statement"), filed by the Reporting Persons. This Amendment No. 16 is being filed to report that JSC no longer has investment discretion with respect to, or voting rights to (a) 823,800 Shares formerly held by JSC for the account of Quasar Partners pursuant to the JSC Contract, (b) 467,400 Shares formerly held by JSC for the account of Lupa Family Partners pursuant to JSC Contract II and (c) 23,700 Shares held for the account of one Other Client. Since May 28, 1999 (the date as of which the last amendment which is part of the Initial Statement was filed), the percentage of the outstanding Shares of which each of the Reporting Persons may be deemed the beneficial owners has decreased by more than eighteen percent. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Initial Statement. The Initial Statement is supplementally amended as follows: ITEM 2. IDENTITY AND BACKGROUND. This Statement is being filed by Joseph Stechler & Company, Inc. ("JSC") and by Mr. Joseph Stechler ("Mr. Stechler"). ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Not Applicable. ITEM 4. PURPOSE OF TRANSACTION. Neither of the Reporting Persons has any plans or proposals that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. JSC and Mr. Stechler reserve the right to acquire, or cause to be acquired, additional securities of the Issuer, to dispose of, or cause to be disposed, such securities at any time or to formulate other purposes, plans or proposals regarding the Issuer or any of its securities, to the extent deemed advisable in light of general investment and trading policies of the Reporting Persons, market conditions or other factors. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) JSC may be deemed to be the beneficial owner (as that term is defined in Rule 13d-3) of 864,666 Shares (12.88% of the total number of Shares outstanding assuming the exercise of all warrants held by JSC), which consists of (i) 714,666 Shares held for the account of JSC and (ii) 150,000 Shares which JSC has the right to acquire upon exercise of warrants owned by it. Including such Shares which JSC has the right to acquire, Mr. Stechler may be deemed to be the beneficial owner (as that term is defined in Rule 13d-3) of 955,166 Shares (14.10% of the total number of Shares outstanding assuming the exercise of all warrants and options owned by Mr. Stechler and JSC), which consists of (iii) 714,666 Shares owned by JSC, (iv) 30,000 Shares held for the account The Stechler Foundation, (v) 60,500 Shares which Mr. Stechler has the right 5 PAGE 5 OF 6 PAGES to acquire upon the exercise of warrants and options owned by him and (vi) 150,000 Shares which JSC has the right to acquire upon the exercise of warrants owned by it. Mr. Stechler (including Shares JSC reported for JSC) Sole power to vote or direct the vote: 864,666 955,166 Mr. Stechler (including Shares JSC reported for JSC) Sole power to dispose or direct the disposition: 864,666 955,166
(c) Not applicable. (d) The Reporting Persons have the right to receive or direct the receipt of dividends from, or proceeds from the sale of, all Shares deemed beneficially owned by them. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. None 6 PAGE 6 OF 6 PAGES SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Date: August 20, 1999 /S/ Joseph Stechler -------------------------------- JOSEPH STECHLER JOSEPH STECHLER & COMPANY, INC. By /s/ Joseph Stechler -------------------------------- Joseph Stechler, President -----END PRIVACY-ENHANCED MESSAGE-----