SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
Paligent Inc. (f/k/a HeavenlyDoor.com, Inc.)
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(Name of Issuer)
Common Stock, $.01 par value per share
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(Title of Class of Securities)
696385103
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(CUSIP Number)
Richard Kurtz
301 Sylvan Avenue
Englewood Cliffs, New Jersey 07632-2515
(201) 871-1055
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
January 28, 2000
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(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 13d-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.
(Continued on following pages)
SCHEDULE 13D
CUSIP No. 696385103
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1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Richard J. Kurtz
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3) SEC USE ONLY
4) SOURCE OF FUNDS
00
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e)
[ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
7) SOLE VOTING POWER
1,665,198
NUMBER 8) SHARED VOTING POWER
OF 0
SHARES
BENEFICIALLY 9) SOLE DISPOSITIVE POWER
OWNED BY 1,665,198
EACH
REPORTING 10) SHARED DISPOSITIVE POWER
PERSON 0
WITH
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,665,198
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN [ ]
SHARES
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.09%
14) TYPE OF REPORTING PERSON
IN
SCHEDULE 13D
CUSIP No. 696385103
Item 1. Security and Issuer.
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This Statement relates to shares of common stock, par value $.01 per share
(the "Common Stock"), of Paligent Inc., a Delaware corporation, formerly known
as HeavenlyDoor.com., Inc. (the "Company") whose principal executive offices are
located at 369 Lexington Avenue, New York, New York 10017.
Item 2. Identity and Background.
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(a) This Schedule 13D is being filed on behalf of Richard J. Kurtz.
(b) Richard Kurtz's business address is located at 270 Sylvan Avenue,
Englewood Cliffs, New Jersey 07632.
(c) Richard Kurtz's principal occupation is serving as president and chief
executive officer of Kamson Corporation, a privately held corporation with its
principal executive offices located at 270 Sylvan Avenue, Englewood Cliffs, New
Jersey 07632.
(d) During the past five years, Richard Kurtz has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the past five years, Richard Kurtz has not been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction,
as a result of which he 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.
(f) Richard Kurtz is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
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On January 28, 2000, the Company completed its acquisition of
Heaven's Door Corporation ("HDC"). The acquisition was structured as a merger
(the "Merger") of a wholly owned subsidiary of the Company with and into HDC
pursuant to an Agreement and Plan of Merger (the "Merger Agreement") dated as of
November 8, 1999.
As consideration for the Merger, the stockholders of HDC received
an aggregate of 10,920,000 shares of common stock of the Company in exchange for
all of the outstanding shares of common stock of HDC. Richard Kurtz was a
shareholder of HDC and received substantially all of the 1,665,198 shares of the
Company's Common Stock in connection with the Merger. A minor number of such
shares were purchased in open market transactions.
Item 4. Purpose of Transaction.
The shares of Common Stock acquired by Richard Kurtz have been
acquired for investment purposes. Richard Kurtz may make further purchases of
the Common Stock from time to time and may dispose of any or all shares of the
Common Stock held by him at any time, subject to certain lock-up provisions.
(See Item 6. below). Other than as set forth in this paragraph, Richard Kurtz
does not have any plans or proposals which relate to, or could result in, any of
the matters referred to in paragraphs (b) through (j) inclusive of Item 4 of
Schedule 13D. Richard Kurtz may, at any time and from time to time, review or
reconsider his position with respect to the Company, and formulate plans or
proposals with respect to such matters, but has no present intention to do so.
Item 5. Interest in Securities of the Issuer.
(a) The approximate aggregate percentage of shares of Common Stock
owned by Richard Kurtz is 5.09% based on the number of outstanding shares of
Common Stock as of March 21, 2001, as reflected in the Form 10-K/A of the
Company filed with the Securities and Exchange Commission on April 2, 2001,
equal to 32,490,948.
(b) Richard Kurtz has the sole power to vote and dispose of the
Common Stock owned by him.
(c) No transactions with respect to the Common Stock have been
effected during the past 60 days by Richard Kurtz.
(d) No person other than Richard Kurtz is known to have the right
to receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of the Common Stock owned by Richard Kurtz.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
respect to Securities of the Issuer.
There are no contracts, arrangements, understandings or
relationships (legal or otherwise) between the person named in Item 2 and any
other person with respect to any securities of the Company, including but not
limited to transfer or voting of any of its securities, finder's fees, joint
ventures, loan or option arrangements, puts or calls, guarantees of profits,
division of profits or loss, or the giving or withholding of proxies, other than
as set forth below.
In connection with the Merger, Mr. Kurtz signed a lock-up agreement
restricting his ability to transfer certain shares acquired by him in the
Merger.
Item 7. Material to be Filed as Exhibits.
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Not applicable.
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.
Dated: February 8, 2002
February 8, 2002
(Date)
/s/ Richard Kurtz
(Signature)
Richard Kurtz
(Name/Title)