UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Under the Securities Exchange Act of 1934
VistaCare, Inc.
Class A Common Stock
92839Y 10 9
December 17, 2002
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] Rule 13d-1(b)
[x] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*This remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures 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).
CUSIP No. 92839Y 10 9
1. | Name of Reporting Person: | Barry Morgan Smith | ||||
S.S. or I.R.S. Identification No. of Above Person: | ||||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | (a) [ ] | ||||
(b) [X] | ||||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of Organization | |||||
U.S. | ||||||
Number of | 5. Sole Voting Power | 16,000 shares | ||||
Shares |
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Beneficially | 6. Shared Voting Power | 2,009,500 shares | ||||
Owned by |
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Each | 7. Sole Dispositive Power | 16,000 shares | ||||
Reporting |
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|||||
Person | 8. Shared Dispositive Power | 2,009,500 shares | ||||
With: | ||||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,025,500 shares | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] | |||||
11. | Percent of Class Represented by Amount in Row (9) 13.1% | |||||
12. | Type of Reporting Person (See Instructions) IN |
CUSIP No. 92839Y 10 9
1. | Name of Reporting Person: | Julia Powell Smith | ||||
S.S. or I.R.S. Identification No. of Above Persons: | ||||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | (a) [ ] | ||||
(b) [X] | ||||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of Organization | |||||
U.S. | ||||||
Number of | 5. Sole Voting Power | 0 shares | ||||
Shares |
|
|||||
Beneficially | 6. Shared Voting Power | 2,009,500 shares | ||||
Owned by |
|
|||||
Each | 7. Sole Dispositive Power | 0 shares | ||||
Reporting |
|
|||||
Person | 8. Shared Dispositive Power | 2,009,500 shares | ||||
With: | ||||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,009,500 shares | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] | |||||
11. | Percent of Class Represented by Amount in Row (9) 13% | |||||
12. | Type of Reporting Person (See Instructions) IN |
CUSIP No. 92839Y 10 9
1. | Name of Reporting Person: | Barry and Julia Smith Family Trust | ||||
S.S. or I.R.S. Identification No. of Above Persons: | ||||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | (a) [ ] | ||||
(b) [X] | ||||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of Organization | |||||
Arizona | ||||||
Number of | 5. Sole Voting Power | 0 shares | ||||
Shares |
|
|||||
Beneficially | 6. Shared Voting Power | 2,009,500 shares | ||||
Owned by |
|
|||||
Each | 7. Sole Dispositive Power | 0 shares | ||||
Reporting |
|
|||||
Person | 8. Shared Dispositive Power | 2,009,500 shares | ||||
With: | ||||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,009,500 shares | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] | |||||
11. | Percent of Class Represented by Amount in Row (9) 13% | |||||
12. | Type of Reporting Person (See Instructions) OO |
CUSIP No. 92839Y 10 9
1. | Name of Reporting Person: | B&J Smith Associates, Limited Partnership | ||||
S.S. or I.R.S. Identification No. of Above Persons: | 47-0871145 | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | (a) [ ] (b) [X] |
||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of Organization | |||||
Arizona | ||||||
Number of | 5. Sole Voting Power | 0 shares | ||||
Shares |
|
|||||
Beneficially | 6. Shared Voting Power | 1,406,650 shares | ||||
Owned by |
|
|||||
Each | 7. Sole Dispositive Power | 0 shares | ||||
Reporting |
|
|||||
Person | 8. Shared Dispositive Power | 1,406,650 shares | ||||
With: | ||||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,406,650 shares | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] | |||||
11. | Percent of Class Represented by Amount in Row (9) 9.1% | |||||
12. | Type of Reporting Person (See Instructions) PN |
CUSIP No. 92839Y 10 9
1. | Name of Reporting Person: | B&J Investments, Inc. | ||||
S.S. or I.R.S. Identification No. of Above Persons: | 41-2044863 | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | (a) [ ] | ||||
(b) [X] | ||||||
3. | SEC Use Only | |||||
4. | Citizenship or Place of Organization | |||||
Arizona | ||||||
Number of | 5. Sole Voting Power | 0 shares | ||||
Shares |
|
|||||
Beneficially | 6. Shared Voting Power | 1,406,650 shares | ||||
Owned by |
|
|||||
Each | 7. Sole Dispositive Power | 0 shares | ||||
Reporting |
|
|||||
Person | 8. Shared Dispositive Power | 1,406,650 shares | ||||
With: | ||||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,406,650 shares | |||||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] | |||||
11. | Percent of Class Represented by Amount in Row (9) 9.1% | |||||
12. | Type of Reporting Person (See Instructions) CO |
Item 1(a). Name of Issuer
VistaCare, Inc.
Item 1(b). Address of Issuers Principal Executive Offices
8125 N. Hayden Road
Suite 300
Scottsdale, AZ 85258
Item 2(a). Name of Person Filing
This Schedule 13G is being filed on behalf of the following persons (the Reporting Persons):
(i) | Barry Morgan Smith (Barry Smith) | |
(ii) | Julia Powell Smith (Julia Smith) | |
(iii) | Barry and Julia Smith Family Trust (the Family Trust) | |
(iv) | B&J Smith Associates, Limited Partnership (the Partnership) | |
(v) | B&J Investments, Inc. (B&J Inc.) |
Item 2(b). Address of Principal Business Office or, if None, Residence
The business address of the Reporting Persons is:
8125 N. Hayden Road
Suite 300
Scottsdale, AZ 85258
Item 2(c). Citizenship
Barry Smith: | U.S | |||
Julia Smith: | U.S | |||
Family Trust: | Arizona | |||
Partnership: | Arizona | |||
B&J Inc.: | Arizona |
Item 2(d). Title of Class of Securities
Class A Common Stock, $.01 par value per share (the Common Stock)
Item 2(e). CUSIP No.
92839Y 10 9
Item 3.
Not Applicable.
Item 4. Ownership
(a) | Amount beneficially owned: |
(i) | Barry Smith |
The amount of Common Stock beneficially owned by Barry Smith is 2,025,500 shares. Barry Smith has an option to purchase shares of the issuers Common Stock that is exercisable with respect to 16,000 shares within 60 days of the date of this Schedule 13G. The Family Trust is the record owner of 602,850 shares, and the Partnership is the record owner of 1,406,650 shares. Barry Smith is a trustee of the Family Trust, and as such has shared voting and dispositive power with respect to the 602,850 shares owned by the Family Trust. Accordingly, Barry Smith may be deemed to be the beneficial owner of such shares. The Family Trust is the sole stockholder of B&J Inc., the general partner of the Partnership. Accordingly, Barry Smith has shared voting and dispositive power with respect to the 1,406,650 shares owned by the Partnership, and he may be deemed to be the beneficial owner of such shares.
(ii) | Julia Smith |
The amount of Common Stock beneficially owned by Julia Smith is 2,009,500 shares. Julia Smith is a trustee of the Family Trust, and as such has shared voting and dispositive power with respect to the 602,850 shares owned by the Family Trust. Accordingly, Julia Smith may be deemed to be the beneficial owner of such shares. The Family Trust is the sole stockholder of B&J Inc., the general partner of the Partnership; therefore, Julia Smith has shared voting and dispositive power with respect to the 1,406,650 shares owned by the Partnership, and she may be deemed to be the beneficial owner of such shares.
(iii) | The Family Trust |
The amount of Common Stock beneficially owned by the Family Trust is 2,009,500 shares. The Family Trust is the record owner of 602,500 shares. The Family Trust is the sole stockholder of B&J Inc., the general partner of the Partnership. Therefore, the Family Trust shares voting and dispositive power with respect to the 1,406,650 shares owned by the Partnership, and it may be deemed to be the beneficial owner of such shares.
(iv) | The Partnership |
The Partnership is the record owner of 1,406,650 shares of Common Stock.
(v) | B&J Inc. |
The amount of Common Stock beneficially owned by B&J Inc. is 1,406,650 shares. B&J Inc. is the general partner of the Partnership, and as such has shared voting and dispositive power with respect to the 1,406,650 shares owned by the Partnership. Accordingly, it may be deemed to be the beneficial owner of such shares.
Each of the Reporting Persons disclaims beneficial ownership of any shares of Common Stock except as to such Reporting Persons pecuniary interest therein.
(b) | Percent of class: |
(i) | Barry Smith: | 13.1% | ||||||
(ii) | Julia Smith | 13.0% | ||||||
(iii) | The Family Trust | 13.0% | ||||||
(iv) | The Partnership | 9.1% | ||||||
(v) | B&J Inc. | 9.1% |
(c) | Number of shares as to which Barry Smith has: |
(i) | Sole power to vote or to direct the vote: 16,000 |
||
(ii) | Shared power to vote or to direct the vote: 2,009,500 |
||
(iii) | Sole power to dispose or to direct the disposition of: 16,000 |
||
(iv) | Shared power to dispose or to direct the disposition of: 2,009,500 |
Number of shares as to which Julia Smith has: |
(i) | Sole power to vote or to direct the vote: 0 |
||
(ii) | Shared power to vote or to direct the vote: 2,009,500 |
||
(iii) | Sole power to dispose or to direct the disposition of: 0 |
(iv) | Shared power to dispose or to direct the disposition of: 2,009,500 |
Number of shares as to which the Family Trust has: |
(i) | Sole power to vote or to direct the vote: 0 |
||
(ii) | Shared power to vote or to direct the vote: 2,009,500 |
||
(iii) | Sole power to dispose or to direct the disposition of: 0 |
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(iv) | Shared power to dispose or to direct the disposition of: 2,009,500 |
Number of shares as to which the Partnership has: |
(i) | Sole power to vote or to direct the vote: 0 | ||
(ii) | Shared power to vote or to direct the vote: 1,406,650 |
||
(iii) | Sole power to dispose or to direct the disposition of: 0 |
||
(iv) | Shared power to dispose or to direct the disposition of: 1,406,650 |
Number of shares as to which B&J Inc. has: |
(i) | Sole power to vote or to direct the vote: 0 |
||
(ii) | Shared power to vote or to direct the vote: 1,406,650 |
||
(iii) | Sole power to dispose or to direct the disposition of: 0 |
||
(iv) | Shared power to dispose or to direct the disposition of: 1,406,650 |
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Barry Smith and Julia Smith each directly have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the shares owned by, the Family Trust.
B&J Inc. directly has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the shares owned by, the Partnership. The Family Trust, Barry Smith and Julia Smith each indirectly have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the shares owned by, the Partnership.
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. Certification
Not Applicable.
SIGNATURE
After reasonable inquiry and to the best of our knowledge and belief, we hereby certify that the information set forth in this statement is true, complete and correct.
Dated: December 22, 2002
/s/ Barry M. Smith | /s/ Julia Smith | |||||
Barry Morgan Smith | Julia Smith | |||||
BARRY AND JULIA SMITH FAMILY TRUST | B&J SMITH ASSOCIATES, LIMITED PARTNERSHIP | |||||
By: | /s/ Barry M. Smith | By: | B&J Investments, Inc., | |||
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its general partner | |||||
Barry Morgan Smith, Trustee | ||||||
By: | By: | /s/ Barry M. Smith | ||||
/s/ Julia Smith
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Julia Smith, Trustee | Barry Morgan Smith President |
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B&J INVESTMENTS, INC. | ||||||
By: | ||||||
/s/ Barry M. Smith
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Barry Morgan Smith | ||||||
President |
INDEX TO EXHIBITS
Exhibit Number | Description | |
A | Agreement of Joint Filing |