-----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, FBaTmMO8u1nL7ur8jKWFOPcstu2W7yOd+ywG17Ez5krUH6i0HOfZsmpF5RT5vAle ivgRvMq36qnRjZtKx8/Hdw== 0000315066-99-000838.txt : 19990215 0000315066-99-000838.hdr.sgml : 19990215 ACCESSION NUMBER: 0000315066-99-000838 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SUNTERRA CORP CENTRAL INDEX KEY: 0001016577 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS, ROOMING HOUSE, CAMPS & OTHER LODGING PLACES [7000] IRS NUMBER: 954582157 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-47333 FILM NUMBER: 99537507 BUSINESS ADDRESS: STREET 1: 1875 SOUTH GRANT STREET STREET 2: SUITE 650 CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 6503127171 MAIL ADDRESS: STREET 1: 1875 SOUTH GRANT STREET STREET 2: SUITE 650 CITY: SAN MATEO STATE: CA ZIP: 94402 FORMER COMPANY: FORMER CONFORMED NAME: SIGNATURE RESORTS INC DATE OF NAME CHANGE: 19980722 FORMER COMPANY: FORMER CONFORMED NAME: KGK RESORTS INC DATE OF NAME CHANGE: 19960611 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FMR CORP CENTRAL INDEX KEY: 0000315066 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 161144965 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6175706339 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET CITY: BOSTON STATE: MA ZIP: 02109 SC 13G 1 SCHEDULE 13G - 02-01-99 - SUNTERRA CORPORATION SCHEDULE 13G Amendment No. 0 Sunterra Corporation common stock Cusip # 86787D109 Cusip # 86787D109 Item 1: Reporting Person - FMR Corp. Item 4: Commonwealth of Massachusetts Item 5: 116,056 Item 6: 0 Item 7: 3,190,255 Item 8: 0 Item 9: 3,190,255 Item 11: 8.689% Item 12: HC Cusip # 86787D109 Item 1: Reporting Person - Edward C. Johnson 3d Item 4: United States of America Item 5: 0 Item 6: 0 Item 7: 3,190,255 Item 8: 0 Item 9: 3,190,255 Item 11: 8.689% Item 12: IN Cusip # 86787D109 Item 1: Reporting Person - Abigail P. Johnson Item 4: United States of America Item 5: None Item 6: None Item 7: 3,190,255 Item 8: None Item 9: 3,190,255 Item 11: 8.689% Item 12: IN SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) Item 1(a). Name of Issuer: Sunterra Corporation Item 1(b). Name of Issuer's Principal Executive Offices: 1875 South Grant Street, Suite 650 San Mateo, CA 94402 Item 2(a). Name of Person Filing: FMR Corp. Item 2(b). Address or Principal Business Office or, if None, Residence: 82 Devonshire Street, Boston, Massachusetts 02109 Item 2(c). Citizenship: Not applicable Item 2(d). Title of Class of Securities: common stock Item 2(e). CUSIP Number: 86787D109 Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d- 2(b) and the person filing, FMR Corp., is a parent holding company in accordance with Section 240.13d-1(b)(ii)(G). (Note: See Item 7). Item 4. Ownership (a) Amount Beneficially Owned: 3,190,255 (b) Percent of Class: 8.689% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 116,056 (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 3,190,255 (iv) shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a CommonStock. Not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Various persons 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 of Sunterra Corporation. The interest of one person, Fidelity VIP High Income Fund, an investment company registered under the Investment Company Act of 1940, in the common stock of Sunterra Corporation, amounted to 1,884,672 shares or 5.133% of the total outstanding common stock at December 31, 1998. The number of shares of common stock of Sunterra Corporation owned by the Fidelity VIP High Income Fund at December 31, 1998 included 439,072 shares resulting from the assumed conversion of $13,355,000 principal amount of the SIGNATURE RES 5.75% Convertible Corporate Bond 1/15/07 (32.877 shares of common stock for each $1000 principal amount of the convertible corporate bond). Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. See attached Exhibit(s) A, B. Item 8. Identification and Classification of Members of the Group. Not Applicable. See attached Exhibit A. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Schedule 13G in connection with FMR Corp.'s beneficial ownership of the common stock of Sunterra Corporation at December 31, 1998 is true, complete and correct. February 01, 1999 Date /s/Eric D. Roiter Signature Eric D. Roiter Duly authorized under Power of Attorney dated December 30, 1997, by and on behalf of FMR Corp. and its direct and indirect subsidiaries SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) Pursuant to the instructions in Item 7 of Schedule 13G, Fidelity Management & Research Company ("Fidelity"), 82 Devonshire Street, Boston, Massachusetts 02109, a wholly-owned subsidiary of FMR Corp. and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is the beneficial owner of 3,051,842 shares or 8.312% of the common stock outstanding of Sunterra Corporation ("the Company") as a result of acting as investment adviser to various investment companies registered under Section 8 of the Investment Company Act of 1940. The number of shares of common stock of Sunterra Corporation owned by the investment companies at December 31, 1998 included 674,142 shares of common stock resulting from the assumed conversion of $20,505,000 principal amount of the SIGNATURE RES 5.75% Convertible Corporate Bond 1/15/07 (32.877 shares of common stock for each $1,000 principal amount of the convertible corporate bond). The ownership of one investment company, Fidelity VIP High Income Fund, amounted to 1,884,672 shares or 5.133% of the common stock outstanding. Fidelity VIP High Income Fund has its principal business office at 82 Devonshire Street, Boston, Massachusetts 02109. The number of shares of common stock of Sunterra Corporation owned by the Fidelity VIP High Income Fund at December 31, 1998 included 439,072 shares resulting from the assumed conversion of $13,355,000 principal amount of the SIGNATURE RES 5.75% Convertible Corporate Bond 1/15/07 (32.877 shares of common stock for each $1000 principal amount of the convertible corporate bond). Edward C. Johnson 3d, FMR Corp., through its control of Fidelity, and the funds each has sole power to dispose of the 3,051,842 shares owned by the Funds. Neither FMR Corp. nor Edward C. Johnson 3d, Chairman of FMR Corp., has the sole power to vote or direct the voting of the shares owned directly by the Fidelity Funds, which power resides with the Funds' Boards of Trustees. Fidelity carries out the voting of the shares under written guidelines established by the Funds' Boards of Trustees. Fidelity Management Trust Company, 82 Devonshire Street, Boston, Massachusetts 02109, a wholly-owned subsidiary of FMR Corp. and a bank as defined in Section 3(a)(6) of the Securities Exchange Act of 1934, is the beneficial owner of 138,412 shares or 0.376% of the common stock outstanding of the Company as a result of its serving as investment manager of the institutional account(s). The number of shares of common stock of Sunterra Corporation owned by the institutional account(s) at December 31, 1998 included 138,412 shares of common stock resulting from the assumed conversion of $4,210,000 principal amount of the SIGNATURE RES 5.75% Convertible Corporate Bond 1/15/07 described above. Edward C. Johnson 3d and FMR Corp., through its control of Fidelity Management Trust Company, each has sole dispositive power over 138,412 shares and sole power to vote or to direct the voting of 116,056 shares, and no power to vote or to direct the voting of 22,356 shares of common stock owned by the institutional account(s) as reported above. Members of the Edward C. Johnson 3d family and trusts for their benefit are the predominant owners of Class B shares of common stock of FMR Corp., representing approximately 49% of the voting power of FMR Corp. Mr. Johnson 3d owns 12.0% and Abigail Johnson owns 24.5% of the aggregate outstanding voting stock of FMR Corp. Mr. Johnson 3d is Chairman of FMR Corp. and Abigail P. Johnson is a Director of FMR Corp. The Johnson family group and all other Class B shareholders have entered into a shareholders' voting agreement under which all Class B shares will be voted in accordance with the majority vote of Class B shares. Accordingly, through their ownership of voting common stock and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR Corp. . SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) RULE 13d-1(f)(1) AGREEMENT The undersigned persons, on February 01, 1999, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the common stock of Sunterra Corporation at December 31, 1998. FMR Corp. By /s/Eric D. Roiter Eric D. Roiter Duly authorized under Power of Attorney dated December 30, 1997, by and on behalf of FMR Corp. and its direct and indirect subsidiaries Edward C. Johnson 3d By /s/Eric D. Roiter Eric D. Roiter Duly authorized under Power of Attorney dated December 30, 1997, by and on behalf of Edward C. Johnson 3d Abigail P. Johnson By /s/Eric D. Roiter Eric D. Roiter Duly authorized under Power of Attorney dated December 30, 1997, by and on behalf of Abigail P. Johnson Fidelity Management & Research Company By /s/Eric D. Roiter Eric D. Roiter V.P. and General Counsel Fidelity VIP High Income Fund By /s/Eric D. Roiter Eric D. Roiter Secretary -----END PRIVACY-ENHANCED MESSAGE-----