-----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, VV4xipMETGfblieCsVLU+Ex/Yo6tCK4c71oaTm50ipy7sqkY9PzkF6VYDXFPfGVv TwJH1lPzriJdVjady9bKFw== 0000891836-03-000647.txt : 20031113 0000891836-03-000647.hdr.sgml : 20031113 20031113123327 ACCESSION NUMBER: 0000891836-03-000647 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20031113 GROUP MEMBERS: ANDREW H. TISCH GROUP MEMBERS: DANIEL R. TISCH GROUP MEMBERS: JAMES S. TISCH GROUP MEMBERS: THOMAS J. TISCH SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DREYERS GRAND ICE CREAM HOLDINGS INC CENTRAL INDEX KEY: 0001189712 STANDARD INDUSTRIAL CLASSIFICATION: ICE CREAM & FROZEN DESSERTS [2024] IRS NUMBER: 020623497 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-79098 FILM NUMBER: 03996755 BUSINESS ADDRESS: STREET 1: 5929 COLLEGE AVE. CITY: OAKLAND STATE: CA ZIP: 94618 MAIL ADDRESS: STREET 1: 5929 COLLEGE AVE. CITY: OAKLAND STATE: CA ZIP: 94618 FORMER COMPANY: FORMER CONFORMED NAME: NEW DECEMBER INC DATE OF NAME CHANGE: 20020916 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TISCH THOMAS J CENTRAL INDEX KEY: 0001081916 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O B.L. BLOOM STREET 2: 667 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10021 BUSINESS PHONE: 2127521850 MAIL ADDRESS: STREET 1: 667 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10021 SC 13G 1 sc0327.htm SCHEDULE 13G SCHEDULE 13G
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G
Under the Securities Exchange Act of 1934

DREYER’S GRAND ICE CREAM HOLDINGS, INC.
(Name of Issuer)

Class A Callable Puttable Common Stock, par value $0.01 per share
(Title of Class of Securities)

261877104
(CUSIP Number)

November 4, 2003
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[  ]

[X]

[  ]		 Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

*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 (the “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).

Page 1 of 11 pages

CUSIP No.   261877104 

1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Andrew H. Tisch
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
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH 		5 SOLE VOTING POWER
-0-
6 SHARED VOTING POWER
1,093,600
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,093,600
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,093,600
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
3.8%
12 TYPE OF REPORTING PERSON (See Instructions)
IN

Page 2 of 11 pages

CUSIP No.   261877104 

1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Daniel R. Tisch
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
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH 		5 SOLE VOTING POWER
536,300
6 SHARED VOTING POWER
1,093,600
7 SOLE DISPOSITIVE POWER
536,300
8 SHARED DISPOSITIVE POWER
1,093,600
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,629,900
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
5.7%
12 TYPE OF REPORTING PERSON (See Instructions)
IN

Page 3 of 11 pages

CUSIP No.   261877104 

1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
James S. Tisch
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
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH 		5 SOLE VOTING POWER
-0-
6 SHARED VOTING POWER
1,093,600
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,093,600
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,093,600
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
3.8%
12 TYPE OF REPORTING PERSON (See Instructions)
IN

Page 4 of 11 pages

CUSIP No.   261877104 

1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Thomas J. Tisch
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
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH 		5 SOLE VOTING POWER
-0-
6 SHARED VOTING POWER
1,093,600
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,093,600
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,093,600
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
3.8%
12 TYPE OF REPORTING PERSON (See Instructions)
IN

Page 5 of 11 pages

Item 1(a) Name of Issuer:  

Dreyer’s Grand Ice Cream Holdings, Inc. (the “Issuer”)
Item 1(b) Address of Issuer’s Principal Executive Offices:  

5929 College Avenue
Oakland, California 94618
Item 2(a) Name of Person Filing:  

                This Schedule 13G is being filed jointly by Andrew H. Tisch, Daniel R. Tisch, James S. Tisch and Thomas J. Tisch.

Item 2(b) Address of Principal Business Office or, if none, Residence:   

                The addresses of the reporting persons are as follows:

   Name    Business Address
   Andrew H. Tisch 667 Madison Avenue
New York, New York 10021


   Daniel R. Tisch Mentor Partners, L.P.
500 Park Avenue
New York, New York 10021
   James S. Tisch 667 Madison Avenue
New York, New York 10021


   Thomas J. Tisch 667 Madison Avenue
New York, New York 10021


Page 6 of 11 pages

Item 2(c) Citizenship:   

                Each of Andrew H. Tisch, Daniel R. Tisch, James S. Tisch and Thomas J. Tisch is a United States citizen.

Item 2(d) Title of Class of Securities:   

                Class A Callable Puttable Common Stock, par value $0.01 per share (the “Common Stock”)

Item 2(e) CUSIP Number:   

                261877104

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or (c), check
whether the person filing is a: N/A
(a) [  ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b) [  ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [  ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [  ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [  ] An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
(f) [  ] An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
(g) [  ] A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
(h) [  ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) [  ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j) [  ] Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Page 7 of 11 pages

Item 4. Ownership.

                Because of certain business and family relationships among the Reporting Persons, they are filing as if they constitute a group solely for informational purposes. By signing this statement, each Reporting Person agrees that this Statement is filed on his behalf. The filing of this statement is not an admission by any Reporting Person that such Reporting Person and any other Reporting Person or Reporting Persons constitute a “group” for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, or Rule 13d-5 thereunder. Each Reporting Person disclaims beneficial ownership of any shares of Common Stock owned by any other Reporting Person, except to the extent that beneficial ownership is expressly reported herein.

                Set forth in the table below is the aggregate number of shares of Common Stock, including shares of Common Stock issuable upon exercise of options to purchase shares of Common Stock, owned as of the date hereof by each of the following persons and entities, together with the percentage of the outstanding shares of Common Stock owned by each such person or entity assuming exercise by such person or entity but not by any other person or entity of the options owned by such person or entity, and by all of such persons and entities as a group.

         Name         

       Number of Shares      

 Percent of Class
   Outstanding (1)   

Andrew H. Tisch (2)    273,400 1.0%
Daniel R. Tisch (2)    273,400 1.0%
James S. Tisch (2)    273,400 1.0%
Thomas J. Tisch (2)    273,400 1.0%
TowerView LLC (3) 536,300 1.9%
        Total 1,629,900 5.7%
(1)

The percentages set forth in the table above are based on 28,658,578 shares of Common Stock outstanding at November 4, 2003, based on information obtained from the Issuer.


(2)

Includes shares held by a trust in which the Reporting Person is the trustee or beneficiary and has voting or investment control over the shares of Common Stock held by such trust.


(3)

By virtue of his status as manager of TowerView LLC, Daniel R. Tisch may be deemed to have power to vote or direct the vote of securities owned by TowerView LLC and power to dispose or direct the disposition of securities owned by TowerView LLC.


Page 8 of 11 pages

Item 5. Ownership of Five Percent or Less of a Class.

                If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [   ].

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

                N/A

Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company or
Control Person.

                N/A

Item 8. Identification and Classification of Members of the Group.

                N/A

Item 9. Notice of Dissolution of Group.

                N/A

Item 10. Certification.

                By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

Page 9 of 11 pages

SIGNATURE

                After reasonable inquiry and to the best of my knowledge and belief, I hereby certify that the information set forth in this statement is true, complete and correct.

November 13, 2003
   /s/ Andrew H. Tisch
  
   Andrew H. Tisch
   /s/ Daniel R. Tisch
  
   Daniel R. Tisch
   /s/ James J. Tisch
  
   James J. Tisch
   /s/ Thomas J. Tisch
  
   Thomas J. Tisch

 

Page 10 of 11 pages

AGREEMENT

                In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that this Statement on Schedule 13G relating to the Class A Callable Puttable Common Stock, $0.001 par value per share, of Dreyer's Grand Ice Cream Holdings, Inc., is being filed with the Securities and Exchange Commission on behalf of each of them.

November 13, 2003
   /s/ Andrew H. Tisch
  
   Andrew H. Tisch
   /s/ Daniel R. Tisch
  
   Daniel R. Tisch
   /s/ James J. Tisch
  
   James J. Tisch
   /s/ Thomas J. Tisch
  
   Thomas J. Tisch

 

Page 11 of 11 pages

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