- Amended Statement of Beneficial Ownership (SC 13D/A)
2009年3月20日 - 5:03AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
SCHEDULE 13D
(Rule
13d-101)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
§ 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment
No. 2)
1
Common Stock, $0.10 par
value per
share
(Title of
Class of Securities)
STEVEN
WOLOSKY, ESQ.
OLSHAN
GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP
Park
Avenue Tower
65 East
55th Street
New York,
New York 10022
(212)
451-2300
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-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
§ 240.13d-7 for
other parties to whom copies are to be sent.
_______________
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
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
).
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
155,000
1
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
FEDERAL
INVESTORS SERVICING, LTD
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
FEDERAL
INVESTORS MANAGEMENT, L.C.
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
1
|
NAME
OF REPORTING PERSON
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
SOURCE
OF FUNDS
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
8
|
SHARED
VOTING POWER
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
o
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
14
|
TYPE
OF REPORTING PERSON
|
The
following constitutes Amendment No. 2 (“Amendment No. 2”) to the Schedule 13D
filed by the undersigned. This Amendment No. 2 amends the Schedule
13D as specifically set forth.
|
Item
4.
|
Purpose of
Transaction.
|
Item 4 is
hereby amended to add the following:
On March
17, 2009, the Reporting Persons filed preliminary proxy materials in connection
with the nomination of Curtis D. Hodgson, Kenneth E. Shipley and Michael R.
O’Connor (each a “Nominee” and collectively, the “Nominees”) for election to the
Board of Directors of the Issuer (the “CAV Board”) at the Issuer’s 2009 annual
meeting of stockholders (the “2009 Meeting”).
|
Item
5.
|
Interest in Securities
of the Issuer
.
|
Item 5 is
hereby amended and restated to read as follows:
The
aggregate percentage of shares of Common Stock reported owned by each person
named herein is based upon 17,598,380 shares of Common Stock outstanding, as of
February 13, 2009, which is the total number of shares of Common Stock
outstanding as reported in the Issuer’s Annual Report on Form 10-K, filed with
the Securities and Exchange Commission on February 20, 2009.
|
|
(a,
b)
|
As
of the date hereof, Legacy beneficially owns 155,000 shares of Common
Stock, constituting approximately 0.9% of the Issuer’s outstanding shares
of Common Stock.
|
|
|
|
Legacy
has the sole power to vote and dispose of the 155,000 shares of Common
Stock it holds.
|
|
|
|
In
addition, Legacy, as a member of a “group” with the other Reporting
Persons for the purposes of Section 13(d)(3) of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), may be deemed to be the
beneficial owner of the shares of Common Stock beneficially owned in the
aggregate by the other members of the group reported
herein. Legacy specifically disclaims beneficial ownership of
such shares of Common Stock, except to the extent of its pecuniary
interest therein.
|
|
|
(a,
b)
|
As
of the date hereof, Shipley LTD beneficially owns 637,932 shares of Common
Stock. As the manager of GPLH, Shipley LTD may also be deemed
to beneficially own the 155,000 shares of Common Stock held by Legacy,
constituting (together with the shares of Common Stock owned directly by
Shipley LTD) an aggregate of 792,392 shares of Common Stock or
approximately 4.5% of the Issuer’s outstanding shares of Common
Stock.
|
|
|
|
Shipley
LTD has the sole power to vote and dispose of the 637,392 shares of Common
Stock it holds and, as a manager of GPLH, the shared power to vote and
dispose of the 155,000 shares of Common Stock held by
Legacy.
|
|
|
|
In
addition, Shipley LTD, as a member of a “group” with the other Reporting
Persons for the purposes of Section 13(d)(3) of the Exchange Act, may be
deemed to be the beneficial owner of the shares of Common Stock
beneficially owned in the aggregate by the other members of the group
reported herein. Shipley LTD specifically disclaims beneficial
ownership of such shares of Common Stock, except to the extent of its
pecuniary interest therein.
|
|
|
(a,
b)
|
As
of the date hereof, Federal Servicing beneficially owns 133,000 shares of
Common Stock, constituting approximately 0.8% of the Issuer’s outstanding
shares of Common Stock.
|
|
|
|
Federal
Servicing has the sole power to vote and dispose of the 133,000 shares of
Common Stock it holds.
|
|
|
|
In
addition, Federal Servicing, as a member of a “group” with the other
Reporting Persons for the purposes of Section 13(d)(3) of the Securities
Exchange, may be deemed to be the beneficial owner of the shares of Common
Stock beneficially owned in the aggregate by the other members of the
group reported herein. Federal Servicing specifically disclaims
beneficial ownership of such shares of Common Stock, except to the extent
of its pecuniary interest therein.
|
|
|
(a,
b)
|
As
of the date hereof, Curtis D. Hodgson beneficially owns 765,000 shares of
Common Stock. As a manager of GPLH, Curtis D. Hodgson may also
be deemed to beneficially own the 155,000 shares of Common Stock held by
Legacy, constituting (together with the shares of Common Stock owned
directly by Curtis D. Hodgson) an aggregate of 920,000 shares of Common
Stock or approximately 5.2% of the Issuer’s outstanding shares of Common
Stock.
|
|
|
|
Curtis
D. Hodgson has the sole power to vote and dispose of the 765,000 shares of
Common Stock he holds and, as a manager of GPLH, the shared power to vote
and dispose of the 155,000 shares of Common Stock held by
Legacy.
|
|
|
|
In
addition, Curtis D. Hodgson, as a member of a “group” with the other
Reporting Persons for the purposes of Section 13(d)(3) of the Exchange
Act, may be deemed to be the beneficial owner of the shares of Common
Stock beneficially owned in the aggregate by the other members of the
group reported herein. Curtis D. Hodgson specifically disclaims
beneficial ownership of such shares of Common Stock, except to the extent
of his pecuniary interest therein.
|
|
|
(a,
b)
|
As
of the date hereof, GPLH, as the general partner of Legacy, may be deemed
to beneficially own the 155,000 shares of Common Stock held by Legacy,
constituting approximately 0.9% of the Issuer’s outstanding shares of
Common Stock.
|
|
|
|
GPLH,
as the general partner of Legacy, has the shared power to vote and dispose
of the 155,000 shares of Common Stock held by
Legacy.
|
|
|
|
In
addition, GPLH, as a member of a “group” with the other Reporting Persons
for the purposes of Section 13(d)(3) of the Exchange Act, may be deemed to
be the beneficial owner of the shares of Common Stock beneficially owned
in the aggregate by the other members of the group reported
herein. GPLH specifically disclaims beneficial ownership of
such Shares, except to the extent of its pecuniary interest
therein.
|
|
|
(a,
b)
|
As
of the date hereof, K-Shipley, D-Shipley and B-Shipley, as the general
partners of Shipley LTD, may each be deemed to beneficially own the
637,392 Shares of Common Stock held by Shipley LTD and the 155,000 shares
of Common Stock held by Legacy, constituting an aggregate of 792,392
shares of Common Stock or approximately 4.5% of the Issuer’s outstanding
shares of Common Stock.
|
|
|
|
K-Shipley,
D-Shipley and B-Shipley, as the general partners of Shipley LTD, have the
shared power to vote and dispose of the 637,392 shares of Common Stock
held by Shipley LTD and the 155,000 shares of Common Stock held by
Legacy.
|
|
|
|
In
addition, each of K-Shipley, D-Shipley and B-Shipley, as a member of a
“group” with the other Reporting Persons for the purposes of Section
13(d)(3) of the Exchange Act, may be deemed to be the beneficial owner of
the shares of Common Stock beneficially owned in the aggregate by the
other members of the group reported herein. Each of K-Shipley,
D-Shipley and B-Shipley specifically disclaims beneficial ownership of
such shares of Common Stock, except to the extent of its pecuniary
interest therein.
|
|
|
(a,
b)
|
As
of the date hereof, Federal Management, as the general partner of Federal
Servicing, may be deemed to beneficially own the 133,000 shares of Common
Stock held by Federal Servicing, constituting approximately 0.8% of the
Issuer’s outstanding shares of Common
Stock.
|
|
|
|
Federal
Management, as the general partner of Federal Servicing, has the shared
power to vote and dispose of the 133,000 shares of Common Stock held by
Federal Servicing.
|
|
|
|
In
addition, Federal Management, as a member of a “group” with the other
Reporting Persons for the purposes of Section 13(d)(3) of the Exchange
Act, may be deemed to be the beneficial owner of the shares of Common
Stock beneficially owned in the aggregate by the other members of the
group reported herein. Federal Management specifically
disclaims beneficial ownership of such shares of Common Stock, except to
the extent of its pecuniary interest
therein.
|
|
|
(a,
b)
|
As
of the date hereof, Kenneth E. Shipley, as the manager of Federal
Management, manager of GPLH and sole member and manager of K-Shipley, may
be deemed to beneficially own the 155,000, 637,392 and 133,000 shares of
Common Stock held by Legacy, Shipley LTD and Federal Servicing,
respectively, constituting an aggregate of 925,392 shares of Common Stock
or approximately 5.3% of the Issuer’s outstanding shares of Common
Stock.
|
|
|
|
Kenneth
E. Shipley, as the manager of Federal Management, manager of GPLH and sole
member and manager of K-Shipley, has the shared power to vote and dispose
of the 925,392 shares of Common Stock held by Legacy, Shipley LTD and
Federal Servicing.
|
|
|
|
In
addition, Kenneth E. Shipley, as a member of a “group” with the other
Reporting Persons for the purposes of Section 13(d)(3) of the Exchange
Act, may be deemed to be the beneficial owner of the shares of Common
Stock beneficially owned in the aggregate by the other members of the
group reported herein. Kenneth E. Shipley specifically
disclaims beneficial ownership of such shares of Common Stock, except to
the extent of his pecuniary interest
therein.
|
|
|
(a,
b)
|
As
of the date hereof, Douglas M. Shipley, as the sole member and manager of
D-Shipley, may be deemed to beneficially own the 155,000 and 637,392
shares of Common Stock held by Legacy and Shipley LTD, respectively,
constituting an aggregate of 792,392 shares of Common Stock or
approximately 4.5% of the Issuer’s outstanding shares of Common
Stock.
|
|
|
|
Douglas
M. Shipley, as the sole member and manager of D-Shipley, has the shared
power to vote and dispose of the 792,392 shares of Common Stock held by
Shipley LTD and Legacy.
|
|
|
|
In
addition, Douglas M. Shipley, as a member of a “group” with the other
Reporting Persons for the purposes of Section 13(d)(3) of the Exchange
Act, may be deemed to be the beneficial owner of the shares of Common
Stock beneficially owned in the aggregate by the other members of the
group reported herein. Douglas M. Shipley specifically
disclaims beneficial ownership of such shares of Common Stock, except to
the extent of his pecuniary interest
therein.
|
|
|
(a,
b)
|
As
of the date hereof, Billy G. Shipley, as the sole member and manager of
B-Shipley, may be deemed to beneficially own the 155,000 and 637,392
shares of Common Stock held by Legacy and Shipley LTD, respectively,
constituting an aggregate of 792,392 shares of Common Stock or
approximately 4.5% of the Issuer’s outstanding shares of Common
Stock.
|
|
|
|
Billy
G. Shipley, as the sole member and manager of B-Shipley, has the shared
power to vote and dispose of the 792,392 shares of Common Stock held by
Shipley LTD and Legacy.
|
|
|
|
In
addition, Billy G. Shipley, as a member of a “group” with the other
Reporting Persons for the purposes of Section 13(d)(3) of the Exchange
Act, may be deemed to be the beneficial owner of the shares of Common
Stock beneficially owned in the aggregate by the other members of the
group reported herein. Billy G. Shipley specifically disclaims
beneficial ownership of such shares of Common Stock, except to the extent
of his pecuniary interest therein.
|
|
|
(a,
b)
|
As
of the date hereof, Michael R. O’Connor beneficially owns 300 shares of
Common Stock, which represent less than 0.1% of the Issuer’s outstanding
shares of Common Stock.
|
|
|
|
Michael
R. O’Connor has the sole power to vote and dispose of the 300 shares of
Common Stock he holds.
|
|
|
|
In
addition, Michael R. O’Connor, as a member of a “group” with the other
Reporting Persons for the purposes of Section 13(d)(3) of the Exchange
Act, may be deemed to be the beneficial owner of the shares of Common
Stock beneficially owned in the aggregate by the other members of the
group reported herein. Michael R. O’Connor specifically
disclaims beneficial ownership of such shares of Common Stock, except to
the extent of his pecuniary interest
therein.
|
|
|
(c)
|
None
of the Reporting Persons has entered into transactions in the Issuer’s
securities since the filing of Amendment No. 1 to the Schedule
13D.
|
|
|
(d)
|
No
person other than the Reporting Persons is known to have the right to
receive, or the power to direct the receipt of dividends from, or proceeds
from the sale of, the Shares.
|
|
Item
6.
|
Contracts,
Arrangements, Understandings or Relationships With Respect to Securities
of the Issuer.
|
Item 6 is
hereby amended to add the following:
On March
19, 2009, Legacy, Shipley LTD, Federal Servicing, Curtis D. Hodgson, GPLH,
K-Shipley, D-Shipley, B-Shipley, Federal Management, Kenneth E. Shipley, Douglas
M. Shipley, Billy G. Shipley and Michael R. O’Connor (collectively the “Group”)
entered into a Joint Filing and Solicitation Agreement in which, among other
things, (a) the parties agreed to the joint filing on behalf of each of them of
statements on Schedule 13D with respect to the securities of the Issuer, (b) the
parties agreed to solicit proxies or written consents for the election of the
Nominees, or any other person(s) designated by the Group, to the CAV Board at
the 2009 Meeting (the “Solicitation”), and (c) the parties agreed to share all
expenses on a pro rata basis, based on the number of shares of Common Stock in
the aggregate beneficially owned by each party on the date thereof, incurred in
connection with the Group’s activities, including approved expenses incurred by
any of the parties in connection with the Solicitation, subject to certain
limitations. A copy of this agreement is attached hereto as Exhibit
99.1 and is incorporated herein by reference.
|
Item
7.
|
Material to be Filed
as Exhibits.
|
|
|
|
|
|
Item
7 is hereby amended to include the following exhibits:
|
|
|
|
|
|
Exhibit
99.1
|
Joint
Filing and Solicitation Agreement by and among Legacy Housing, LTD., GPLH,
LC, Shipley Brothers, LTD., K-Shipley, LLC, D-Shipley, LLC, B-Shipley,
LLC, Federal Investor Servicing, LTD., Federal Investors Management, L.C.,
Kenneth E. Shipley, Curtis D. Hodgson, Douglas M. Shipley, Billy G.
Shipley and Michael R. O’Connor, dated March 19,
2009.
|
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:
March 19, 2009
|
|
LEGACY
HOUSING, LTD.
|
|
|
|
|
|
By:
|
GPLH,
LC, its general partner
|
|
|
|
|
|
|
By:
|
|
|
|
|
Name:
|
Kenneth
E. Shipley
|
|
|
|
Title:
|
President
|
|
|
GPLH,
LC
|
|
|
|
|
|
By:
|
|
|
|
|
Name:
|
Kenneth
E. Shipley
|
|
|
|
Title:
|
President
|
|
|
SHIPLEY
BROTHERS, LTD.
|
|
|
|
|
|
By:
|
K-Shipley,
LLC, its general partner
|
|
|
|
|
|
|
By:
|
|
|
|
|
Name:
|
Kenneth
E. Shipley
|
|
|
|
Title:
|
President
|
|
|
K-SHIPLEY,
LLC
|
|
|
|
|
|
By:
|
|
|
|
|
Name:
|
Kenneth
E. Shipley
|
|
|
|
Title:
|
President
|
|
|
D-SHIPLEY,
LLC
|
|
|
|
|
|
By:
|
|
|
|
|
Name:
|
Douglas
M. Shipley
|
|
|
|
Title:
|
President
|
|
|
B-SHIPLEY,
LLC
|
|
|
|
|
|
By:
|
|
|
|
|
Name:
|
Billy
G. Shipley
|
|
|
|
Title:
|
President
|
|
|
FEDERAL
INVESTORS SERVICING, LTD.
|
|
|
|
|
|
By:
|
Federal
Investors Management, L.C.
|
|
|
|
|
|
|
By:
|
|
|
|
|
Name:
|
Kenneth
E. Shipley
|
|
|
|
Title:
|
President
|
|
|
FEDERAL
INVESTORS MANAGEMENT, L.C.
|
|
|
|
|
|
By:
|
|
|
|
|
Name:
|
Kenneth
E. Shipley
|
|
|
|
Title:
|
Manager
|
Cavalier Homes (AMEX:CAV)
過去 株価チャート
から 11 2024 まで 12 2024
Cavalier Homes (AMEX:CAV)
過去 株価チャート
から 12 2023 まで 12 2024
Real-Time news about Cavalier Homes (アメリカ証券取引所): 0 recent articles
その他のニュース記事