-----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, WnIIg09/JXAJHrB8e7tbUgVTNJm+Lz0SCZw4LL0YzdQ9AWQb+ydsxuB6gOKWQyb6 GvEfV0kncntyE8P9fXdrXA== 0000950150-98-001308.txt : 19980805 0000950150-98-001308.hdr.sgml : 19980805 ACCESSION NUMBER: 0000950150-98-001308 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980804 SROS: NONE GROUP MEMBERS: GROWEST INC GROUP MEMBERS: JOHN A. BREMER & LAURA BREMER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SYNAGRO TECHNOLOGIES INC CENTRAL INDEX KEY: 0000895565 STANDARD INDUSTRIAL CLASSIFICATION: REFUSE SYSTEMS [4953] IRS NUMBER: 760511324 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-46945 FILM NUMBER: 98676802 BUSINESS ADDRESS: STREET 1: 5850 SAN FELIPE SUITE 500 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 7137066180 MAIL ADDRESS: STREET 1: 5850 SAN FELIPE SUITE 500 CITY: HOUSTON STATE: TX ZIP: 77057 FORMER COMPANY: FORMER CONFORMED NAME: N-VIRO RECOVERY INC DATE OF NAME CHANGE: 19940531 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GROWEST INC CENTRAL INDEX KEY: 0001067361 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 114 BUSINESS CENTER DRIVE CITY: CORONA STATE: CA ZIP: 91720-1724 MAIL ADDRESS: STREET 1: 114 BUSINESS CENTER DRIVE CITY: CORONA STATE: CA ZIP: 91720-1724 SC 13G 1 SCHEDULE 13G 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 -------------------- SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. ___)1 SYNAGRO TECHNOLOGIES, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $.002 PER SHARE (Title of Class of Securities) 871-562-203 (CUSIP Number) JULY 27, 1998 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) [X] Rule 13d-1(d) - -------- 1 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 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). 2 SCHEDULE 13G - --------------------- --------------------------------- ------------------------ CUSIP No. 871-562-203 13G Page 2 of 6 Pages - --------------------- --------------------------------- ------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GroWest, Inc., a California corporation and John A. Bremer and Laura Bremer, Husband and wife ("the "Bremers")______________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION GroWest, Inc.: California; the Bremers: USA ________________________________________________________________________________ 5 SOLE VOTING POWER NUMBER OF 1,475,323 SHARES 6 SHARED VOTING POWER BENEFICIALLY NONE OWNED BY 7 SOLE DISPOSITIVE POWER EACH 1,475,323 REPORTING 8 SHARED DISPOSITIVE POWER PERSON WITH NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,475,323 shares of Synagro Technologies, Inc. common stock (the "Shares") are owned by GroWest, Inc.. The Bremers own 100% of the stock of GroWest, Inc. 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.9% 12 TYPE OF REPORTING PERSON GroWest, Inc.: CO; the Bremers: IN 3 ITEM 1(a). NAME OF ISSUER. Synagro Technologies, Inc., a Delaware corporation ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES. 5850 San Felipe, Houston, Texas 77057 ITEM 2(a). NAME OF PERSONS FILING. This is a joint filing by GroWest, Inc., a California corporation and John A. Bremer and Laura Bremer, husband and wife, who own 100% of the stock of GroWest Inc. ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE. GroWest, Inc. and the Bremers: 114 Business Center Drive, Corona, California 91720-1724. ITEM 2(c). CITIZENSHIP. GroWest, Inc.- a California corporation The Bremers - USA. ITEM 2(d). TITLE OF CLASS OF SECURITIES. $.002 par value common stock. ITEM 2(e). CUSIP NUMBER. 871-562-203 ITEM 3. THE PERSONS ARE FILING. [X] In accordance with Rule 13d-1(c) 3 4 ITEM 4. OWNERSHIP. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 1,475,323 shares_______________________ (b) Percent of class: 11.9%_______________________________ (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote 1,475,323 (ii) Shared power to vote or to direct the vote None (iii) Sole power to dispose or to direct the disposition of 1,475,323 (iv) Shared power to dispose or to direct the disposition of None GroWest, Inc. has entered into a Voting Agreement and Irrevocable Proxy dated July 24, 1998 with Messrs. Donald L. Thone, Ross M. Patten and Daniel L. Shook. Messrs. Thone, Patten and Shook (the "Executive Officers") are the Chairman of the Board of Directors of Synagro Technologies, Inc. ("Synagro"), the President and Chief Executive Officer of Synagro, and the Vice President, Chief Financial Officer and Secretary of Synagro, respectively. Under the Agreement, GroWest, Inc. constitutes the Executive Officers jointly and severally its proxies to vote up to 715,336 shares of Synagro common stock owned by GroWest on any matters relating to a Hostile Takeover (as defined in the Agreement) on which the Synagro stockholders are entitled to vote. Under such Proxy the Executive Officers do not have authority to (i) vote on any matters except those relating to any Hostile Takeover, (ii) sell or otherwise dispose of any of the shares subject to the Voting Agreement, (iii) exercise or refrain from exercising appraisal or dissenters' rights with regard to such shares, or (iv) receive any dividends or distributions on such shares, all of which rights are retained by GroWest, Inc. As indicated on page 1 this is a joint statement by GroWest, Inc. which is the direct beneficial owner of the Shares and the Bremers who are the owners of GroWest, Inc. and therefore the indirect beneficial owners of the Shares. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. Not applicable. 4 5 ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Not applicable. But see last paragraph under Item 4. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not applicable. ITEM 10. CERTIFICATIONS. By signing below each of GroWest, Inc. and the Bremers certify that to the best of their knowledge and belief the securities referred to above were acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 5 6 SIGNATURE After reasonable inquiry and to the best of their knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct. August 3, 1998 (Date) GroWest, Inc. By /s/ JOHN A. BREMER ------------------------------------- John A. Bremer, President /s/ JOHN A. BREMER ------------------------------------- John A. Bremer, individually /s/ LAURA BREMER ------------------------------------- Laura Bremer, individually 6 7 EXHIBIT A TO SCHEDULE 13G DATED AUGUST 3, 1998 GroWest, Inc., a California corporation and John A. Bremer and Laura Bremer, its sole stockholders hereby agree that the Schedule 13G to which this document is Exhibit A is filed on behalf of each of them. August 3, 1998 GroWest, Inc. By /s/ JOHN A. BREMER ------------------------------------- John A. Bremer, President /s/ JOHN A. BREMER ------------------------------------- John A. Bremer, individually /s/ LAURA BREMER ------------------------------------- Laura Bremer, individually 7 -----END PRIVACY-ENHANCED MESSAGE-----