Continued from prior post:
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C.
20549 SCHEDULE 13D Under the
Securities Exchange Act of 1934 (Amendment No.
)* ---------
PRENTICE CAPITAL, INC.
--------------------------------------------------------
(Name of Issuer) Common Stock, $.0001 Par Value
--------------------------------------------------------
(Title of Class of Securities)
740626502 --------------------------------------------------------
(CUSIP Number)
JANICE JONES Chartwell International, Inc.
5445 DTC Parkway, Suite 735
Englewood, CO 80111
-------------------------------------------------------- (Name,
Address and Telephone Number of Person Authorized to Receive
Notices and Communications) 4/24/97
-------------------------------------------------------- (Date of
Event which Requires Filing of this Statement) If the filing person has
previously filed a statement on Schedule 13G toreport the acquisition which is
the subject of this Schedule 13D, and isfiling this schedule because of Rule
13d-1(b)(3) or (4), check the followingbox / /. NOTE: Six copies of this
statement, including all exhibits, should be filedwith the Commission. See Rule
13d-1(a) for other parties to whom copies are tobe sent. *The remainder of
this cover page shall be filled out for a reportingperson's initial filing on
this form with respect to the subject class ofsecurities, and for any subsequent
amendment containing information whichwould alter disclosures provided in a
prior cover page. The information required on the remainder of this cover page
shall not bedeemed to be "filed" for the purpose of Section 18 of the
Securities ExchangeAct of 1934 ("Act") or otherwise subject to the
liabilities of that section ofthe Act but shall be subject to all other
provisions of the Act (however, seethe Notes). (Continued
on following page(s)) Page 1 of 6 Pages
--- CUSIP No. 740626502 13D
Page 2 of 6 Pages ---------
--- --- -
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of
Above Persons Chartwell International, Inc.-
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /-
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(3) SEC Use Only-
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(4) Source of Funds* 00-
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) /X/-
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(6) Citizenship or Place of Organization Nevada Corporation-
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Number of Shares (7) Sole Voting Power Beneficially Owned
2,200,000 by Each Reporting
-------------------------------------------------- Person With
(8) Shared Voting Power 0
--------------------------------------------------
(9) Sole Dispositive Power 2,200,000
--------------------------------------------------
(10) Shared Dispositive Power
0-
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person 2,200,000-
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares* / /-
-------------------------------------------------------------------------------
(13) Percent of Class Represented by Amount in Row (11) 18.3%-
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(14) Type of Reporting Person* CO-
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*SEE INSTRUCTION BEFORE FILLING OUT! INCLUDING BOTH SIDES
OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 2 OF 7 (INCLUDING EXHIBITS) OF
THE SCHEDULE, AND THE SIGNATURE ATTESTATION
Page 3 of 6 Pages
INTRODUCTION This statement constitutes the initial filing of Chartwell
International,Inc., a Nevada corporation ("Chartwell"). Chartwell is
filing this Schedule13D based on Rule 13d-1 promulgated under the Securities
Exchange Act of1934, as amended (the "Act").ITEM 1. SECURITY AND
ISSUER. The class of equity securities to which this statement relates is the
common stock, par value $0.0001 per share (the "Common Stock"), of
PrenticeCapital, Inc. (the "Company"). The Company's principal
executive offices arelocated at 2898 University Drive, Suite 70, Coral Springs,
Florida 33065.ITEM 2. IDENTITY AND BACKGROUND. (a) - (c), (f) This
statement is filed on behalf of Chartwell. Chartwellis a Nevada corporation
incorporated in 1988. The executive officers ofChartwell are as follows: (i)
Janice Jones; President and Chair of the Board;(ii) Alice Gluckman; Secretary;
and (iii) Donald Prosser; Chief FinancialOfficer. The directors of Chartwell are
as follows: Janice Jones, AliceGluckman and William Willard. Janice Jones is a
controlling person ofChartwell; she owns approximately 40% of Chartwell's stock.
There are noother controlling persons or executive officers or directors of any
othercorporation or other person ultimately in control of Chartwell. (d) and
(e) Janice Jones ("Jones"), President, Chair of the Board anddirector
of Chartwell was, on June 19, 1995, a party to an administrativeproceeding with
the Securities and Exchange Commission (File No. 3-8726).Such proceeding, IN THE
MATTER OF JANICE A. JONES, is entitled "OrderInstituting Cease and Desist
Proceedings Pursuant to Section 21C of theSecurities Exchange Act of 1934 and
Findings and Order of the Commission."In the "Findings", the
Securities and Exchange Commission found that Jonesviolated Sections 13(d),
13(g) and 16(a) of the Securities Exchanges Act of1934 (the "Exchange
Act"), and Rules 13d-1, 13d-2, 16a-2, 16a-3 and formerRule 16a-1
promulgated thereunder. It was ordered, pursuant to Section 21Cof the Exchange
Act, that Jones cease and desist from committing or causingany violation of, and
committing or causing any future violation of, Section13(d), 13(g) and 16(a) of
the Exchange Act and Rules 13d-1, 13d-2, 16a-2 and16a-3 promulgated thereunder.
Page 4 of 6
PagesITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. All of the
shares beneficially owned by Chartwell were acquired through aPurchase and Sale
Agreement (the "Purchase Agreement") dated March 17, 1997,pursuant to
which the Company purchased certain of Chartwell's gypsum miningproperty located
in Washington County, Utah, generally known as RiverviewPlacer Claims and New
Riverview Claims (the "Claims") in exchange for$4,000,000 in cash,
cash equivalents and restricted shares of the Company'sCommon Stock. The
Purchase Agreement, and all amendments thereto, closed onor about April 24,
1997. Under the terms of the Purchase Agreement,Chartwell received 2,200,000
shares of the Company's Common Stock.ITEM 4. PURPOSE OF TRANSACTION. (a) -
(j) The purpose of the transaction was for Chartwell to obtainpayment under the
above described Purchase Agreement. Chartwell has noplans or proposals that
would result in any of the consequences listed inparagraphs (a) - (j) of Item 4
of Schedule 13D.ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) and (b)
Chartwell beneficially owns 2,200,000 shares of CommonStock, constituting
approximately 18.3% of the outstanding Common Stock ofthe Company. (The number
of securities outstanding as contained in the mostrecently available filing with
the Securities and Exchange Commission was328,889. This filing was made on
September 30, 1996. We have reason tobelieve that this information is not
correct as of the date hereof and theCompany has informed us that they now have
12,000,000 shares of Common Stockoutstanding. This number was used to calculate
the 18.3%). (c) There are no transactions in the Common Stock of the Company
effected during the last 60 days by the persons listed in Item 5(a) and (b)
above. (d) None. (e) Not applicable.ITEM 6. CONTRACTS, ARRANGEMENTS,
UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECTTO SECURITIES OF THE ISSUER.
Chartwell is not a party to any contracts, arrangements or understandingswith
respect to any securities of the Company, including but not limited tothe
transfer or voting of any of the securities, finders fees, jointventures, loan
or option arrangements, puts or calls, guarantees of profits,division of profits
or loss, or the giving or withholding of proxies.
Page 5 of 6 PagesITEM 7. MATERIALS TO BE
FILED AS EXHIBITS. None.
Page 6 of 6 PagesSIGNATURES After reasonable inquiry and to the
best of my knowledge and belief, Icertify that the information set forth in this
statement is true, completeand correct.June 12, 1997
___________________________
Janice A. Jones
wall street research reports on CHAP
total: 13
12/09/98 Credit Lyonnais ... 5 $10.00 Group Andre - ADD
12/08/98 CPR Finance 1 $10.00 GROUPE ANDRE redressement bien entamé...
12/08/98 CPR Finance 1 $10.00 GROUPE ANDRE: a turnaround well underway
12/03/98 CPR Finance 8 $25.00 GROUPE ANDRE redressement bien entamé...
12/03/98 CPR Finance 8 $25.00 GROUPE ANDRE: a turnaround well underway
08/28/98 Bankers Trust Re... 16 $50.00 Distribution specialisee - Pour jouer l'
08/28/98 Bankers Trust Re... 16 $50.00 Specialised Distribution - A play on imp
05/27/98 CPR Finance 8 $25.00 GROUPE ANDRE en avance sur son plan Ache
05/27/98 CPR Finance 8 $25.00 GROUPE ANDRE: ahead of schedule - Buy (1
03/12/98 Bankers Trust Re... 4 $10.00 Group Andre - Consumer boost
11/28/97 Bankers Trust Re... 12 $25.00 Group Andre - Recovering
06/30/97 Indosuez WI Carr... 5 $10.00 Chase Perdana Bhd
06/27/97 Indosuez WI Carr... 40 $75.00 Malaysia Weekly, Issue No. 25
--------------------------------------------------------------------------------
CHAP: 0.065, + 0.005 Retrieved Fri, Feb 26, 03:27 PM EST
Company Information
Company Name: Chartwell Intl
Address: 5275 DTC Parkway, Suite 110
Englewood, CO 80111
Telephone: 303-804-0100 Exchange: BB
S&P Industry: Svcs.Advertising Status: Active
Incorporation: NV
Description of Business
Procures scholarships for high school athletes and related education and media activities. Co. also publishes Blue Chip Illustrated Magazine; and acquires and operates automotive suppliers.
Share Information
Market Capitalization (Mil): $ 3.82
Current Outstanding Shares (000's): 58,781
Number of Institutional Shareholders: 1
Shares Held By Institutions (000's): 100
Percent Shares Held By Institutions: N/A
Financial Ratios & Statistics
Net Income (Mil): $1.42 Fiscal Year End: Jul
Net Sales (Mil): N/A Price/Earnings (Jul): 2.50
Return on Assets: N/A Current Ratio: 0.87
Return on Equity: N/A Quick Ratio: 0.22
Book Value: N/A Total Debt/Equity: N/A
EPS (Jul): 0.02 Total Assets/Equity: N/A
Annual Dividend: N/A Net Sales/Employee: N/A
SportsStar Marketing, Inc. Appoints New Investor Relations Firm
Thursday, January 14, 1999 09:31 AM
DENVER--(BUSINESS WIRE)--Jan. 14, 1999--SportsStar Marketing, Inc., (Nasdaq BB: SSMK) ncrasports.com , a subsidiary of Chartwell International, Inc. (Nasdaq BB: CHAP) announced today that they have retained the services of Deerfield, IL-based Investor Awareness, Inc. effective immediately. Investor Awareness, Inc. is a full service financial and media consulting firm which provides private and publicly traded companies with customized public relations programs to generate awareness in the worldwide financial community.
"We look forward to implementing an investor relations program with Investor Awareness, Inc.," said William Kroske, Ph.D., SportsStar's President. "Our company is poised to become a national leader in the $58 billion athletic, academic and fine arts scholarship and financial assistance industry and the timing is right to tell our story to the international investment community".
SportsStar Marketing, Inc. also announced on January 5, 1999 that it had signed an agreement with Media Fund Inc. of Memphis, Tennessee and its subsidiary, Media Capital Fund I, LLC of Atlanta, Georgia (together, the "Media Group") who will invest $5 million of advertising, broadcast and print media in SportsStar that will be utilized to launch SportsStar's major revenue expansion program in 1999.
SportsStar Marketing, Inc., through its NCRA (National College Recruiting Association) affiliate, assists high school students to find scholarships, merit awards and other forms of financial aid for college. Mr. William Grimes, SportsStar's Chairman, was the former President of ESPN and William Kroske, Ph.D., SportsStar's President, was one of the original founders of Century 21. Chartwell International, Inc., a publicly traded diversified holding company, is the majority shareholder of SportsStar Marketing Inc.
For more information, contact Investor Awareness, Inc. at 847-945-2222.
CONTACT: SportsStar Marketing, Inc., Englewood Serena Riedel, 303/804-0155 e-mail: chap@rmi.net or Investor Awareness, Inc. Tony Schor, 847/945-2222 Investawar@aol.com
Quote for referenced ticker symbols: SSMK, CHAP
© 1999, Business Wire
SELECTEXCHANGE.COM ADDS NEW LISTINGS
SAN DIEGO, Feb. 23 /PRNewswire/ -- Netrom Inc. (OTC Bulletin Board: NRMM) today announced four new listings on SelectExchange.com, the Internet's online stock showcase and investor information directory.
GTC Telecom (OTC Bulletin Board: GTCC), a full service telephone company that provides a full range of products and solutions for residential and business customers, Hawaiian Vintage Chocolate Inc. (OTC Bulletin Board: HWVI) the only grower of cocoa in the U.S. and only maker of varietal/vintage chocolate in the world, SportsStar Marketing Inc. (OTC Bulletin Board: SSMK) operates the National College Recruiting Association a service that links high school students with college athletic scholarships and financial aid programs and Chartwell International Inc. (OTC Bulletin Board: CHAP) SportStar Marketing's Inc.'s holding company, a publicly traded diversified holding company headquartered in suburban Denver, Colorado.
Netrom is proud to have these latest additions on SelectExchange.com where current shareholders and potential investors can access a wealth of timely investment information on these and many other participating companies at one central location. "This Website link spotlights the SportsStar Marketing investment opportunity to the large group of investors that use SelectExchange.com to track their portfolios," says Serena Riedel, Director of Investor Relations for SportsStar Marketing Inc. "SelectExchange.com has created a unique venue to display our company's information beyond what typically is available through stock trading Websites."
The foregoing press release includes numerous forward-looking statements concerning SelectExchange.com's business and future prospects and other similar statements that do not concern matters of historical fact. The Federal securities laws provide a limited "safe harbor" for certain forward-looking statements. Forward-looking statements in this press release relating to product development, business prospects and development of a commercial market for technological advances are based on SelectExchange.com's current expectations. SelectExchange.com's current expectations are subject to all of the uncertainties and risks customarily associated with new business ventures including, but not limited to, market conditions, successful product development and acceptance, competition and overall economic conditions, as well as the risk of adverse regulatory actions. SelectExchange.com's actual results may differ materially from current expectations. Readers are cautioned not to put undue reliance on forward-looking statements. SelectExchange.com disclaims any intent or obligation to update publicly these forward-looking statements, whether as a result of new information, future events or for any other reason.
Netrom, Inc. is a diversified multimedia development company. Additional company and product names may be trademarks or registered trademarks of the individual companies and are respectfully acknowledged. Please visit the Company's Web site for further information selectexchange.com. SOURCE Netrom Inc.
CHARTWELL LAUNCHES COMPANY WEBSITE
Business Editors
DENVER--(BUSINESS WIRE)--Jan. 21, 1999--Chartwell International, Inc. (NASD BB:CHAP) announces the birth of its website chartwellinternational.com.
This compilation of information provides a place for online investors to learn more about the Company, its assets, management team, and recent press releases. Hyperlinks to the web pages of Chartwell's assets (SportsStar Marketing, Inc., NCRA and BlueChip Illustrated) explain the programs being offered in-depth. The user-friendly format will allow readers to move quickly through the topics, check stock quotes and interact with the Company through email correspondence.
SportsStar Marketing, Inc., through its NCRA (National College Recruiting Association) affiliate, assists high school students to find scholarships, merit awards and other forms of financial aid for college. Chartwell International, Inc., a publicly traded diversified holding company, is the majority shareholder of SportsStar Marketing, Inc.
CHARTWELL'S SUBSIDIARY SIGNS $5 MILLION MEDIA CONTRACT
Business Editors
DENVER--(BUSINESS WIRE)--Jan. 5, 1999--Chartwell International, Inc. (NASD BB- CHAP) announced that its subsidiary, SportsStar Marketing, Inc. (NASD BB- SSMK), a Colorado corporation ("SportsStar" or the "Company"), has signed an agreement with Media Fund Inc. of Memphis, Tennessee and its subsidiary, Media Capital Fund I, LLC of Atlanta, Georgia (together, the "Media Group").
Media Group will invest $5 million of advertising, broadcast and print media in SportsStar in exchange for a combination of convertible preferred stock and warrants issued by the Company. The principals and affiliates of Media Capital, a media-based investment fund, are senior executives with extensive expertise in marketing and finance. The investment of print and broadcast media (valued at current card rates) will launch SportsStar's major revenue expansion program in 1999.
Consideration for the investment consists of $2 million of convertible preferred stock with a dividend rate of 6%, convertible into two million shares of SportsStar's common stock, a warrant to purchase one million shares of the Company's common stock at $1.00 per share and a second warrant to purchase one million shares of the Company's common stock at between one to two dollars per share.
SportsStar and Media Fund have also entered into a $1 million marketing agreement, whereby Media Fund will provide advertising agency, administration and media production services. This agreement will enable SportsStar to generate direct response sales and to recruit and train a substantial national sales force. The agreement provides for the initial start-up costs ($200,000) to be paid to Media Fund from the proceeds of current capital raising efforts. Further details to be announced upon completion of such negotiations. The balance remaining ($800,000) is to be paid from net cash flows generated through the direct response sales program, as well as future financing undertaken by the Company. The direct response program will be managed by Media Fund.
SportsStar Marketing, Inc., through its NCRA (National College Recruiting Association) affiliate, assists high school students to find scholarships, merit awards and other forms of financial aid for college. Chartwell International, Inc., a publicly traded diversified holding company, is the majority shareholder of SportsStar Marketing, Inc
CHARTWELL INTERNATIONAL, INC. SEEKING HIGH-GRADE GYPSUM BUYER
Business Editors
DENVER--(BUSINESS WIRE)--Dec. 29, 1998--Chartwell International, Inc. (NASD BB - CHAP) is actively seeking a buyer for its high-grade gypsum.
The Company holds the right to mine a total of 5,000,000 tons of gypsum from the Riverview Placer Claims, located in Washington County near St. George, Utah. In addition, in September 1993, the Company filed 12 unpatented claims in the same general area.
Laboratory tests of the gypsum samples and geological studies established that the Riverview Placer Claims contain ample gypsum reserves suitable for use in food, pharmaceutical, cosmetic, dental, and other high grade applications. An in-depth report is available to serious buyers. Food/pharmaceutical-grade gypsum commands a substantial premium in price over the conventional lower grade gypsum that is commonly used in the construction and agricultural industry. Chartwell's intention is to sell its claims and its right to mine this gypsum.
Chartwell International, Inc. is a publicly traded diversified holding company.
NYSE/AMEX delayed 20 min. NASDAQ delayed 15 min.
CHARTWELL INTERNATIONAL, INC.'S SUBSIDIARY SIGNS CONTRACT WITH Butch Johnson
DENVER--(BUSINESS WIRE)--Dec. 1, 1998--Chartwell International, Inc. (NASD BB - CHAP) announced that its subsidiary, SportsStar Marketing, Inc. (NASD BB - SSMK) signed a five-year contract with Butch Johnson to represent SportsStar.
Butch Johnson is a former NFL Super Bowl Champion wide receiver for the Dallas Cowboys who finished his career with the Denver Broncos. Mr. Johnson will become the Executive Vice President of Marketing & Sports Development for SportsStar Marketing, Inc, assisting the Company in expanding its programs and developing relationships with corporate sponsors.
Through this contract, SportsStar acquired 80% of Butch Johnson's Pro Flag Tour which is a series of 5 on 5 non-contact flag football tournaments. The tournaments will be played in eight cities and are expected to draw between 200-400 teams for each competition with the top challenge matches being televised.
SportsStar Marketing, Inc., through its NCRA (National College Recruiting Association) and HELP Division, assists high school students find scholarships, merit awards and other forms of financial aide for college. Chartwell International, Inc. is a publicly traded diversified holding company.
NYSE/AMEX delayed 20 min. NASDAQ delayed 15 min.
CHARTWELL INTERNATIONAL, INC.'S SUBSIDIARY SIGNS CONTRACT WITH T
he Taxin Network
Business Editors
DENVER--(BUSINESS WIRE)--Dec. 1, 1998--Chartwell International, Inc. (NASD BB - CHAP) announced that its subsidiary, SportsStar Marketing, Inc. (NASD BB - SSMK), entered into an investor relations contract with The Taxin Network.
The Taxin Network specializes in disseminating financial information on emerging growth companies. Officers and directors of these companies are interviewed so listeners of the show get first hand information from the companies' top officials.
SportsStar Marketing, Inc., will engage in four interviews per week on the radio program "The Financial Hour with Ed Taxin" in markets throughout the United States. Some of the stations that carry this program are: KEZX-Seattle, KMNY-Los Angeles, KFNN-Phoenix, WERE-Cleveland, WPBR-West Palm Beach, and WWRL-New York City. KBNP-Portland airs a live worldwide broadcast on the Internet at www.kbnp.com. Ed Taxin will also feature SportsStar at various speaking engagements, financial seminars, and articles. This contract shall be in effect for four months, renewable at SportsStar's option.
SportsStar Marketing, Inc., through its NCRA (National College Recruiting Association) and HELP Division, assists high school students find scholarships, merit awards and other forms of financial aide for college. Chartwell International, Inc. is a publicly traded diversified holding company.
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