-----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, QCo7R4C/0bGZJTSkkFGTt/8RwF15GKm1nvJy8jb6fxuw3XObAuHBBUAAuGvkSAYh NtXYnFzxSw9TluQVz0xxxw== 0001137185-07-000002.txt : 20070216 0001137185-07-000002.hdr.sgml : 20070216 20070216091530 ACCESSION NUMBER: 0001137185-07-000002 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070216 DATE AS OF CHANGE: 20070216 GROUP MEMBERS: AMSTER LIMITED PARTNERSHIP GROUP MEMBERS: AMSTER TRADING COMPANY GROUP MEMBERS: AMSTER TRADING COMPANY CHARITABLE REMAINDER UNITRUSTS GROUP MEMBERS: DAVID ZLATIN GROUP MEMBERS: DAVID ZLATIN AND GILDA ZLATIN JTWROS GROUP MEMBERS: GILDA ZLATIN GROUP MEMBERS: HOWARD AMSTER GROUP MEMBERS: HOWARD AMSTER 2005 CHARITABLE REMAINDER UNITRUST GROUP MEMBERS: RAMAT SECURITES LTD. GROUP MEMBERS: SAMUEL J HELLER GROUP MEMBERS: SAMUEL J HELLER IRREVOCABLE TRUST GROUP MEMBERS: TOVA FINANCIAL, INC. GROUP MEMBERS: TOVA FINANCIAL, INC. CHARITABLE REMAINDER UNITRUST GROUP MEMBERS: ZAK GROUP, LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEW CENTURY FINANCIAL CORP CENTRAL INDEX KEY: 0001287286 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 562451736 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80351 FILM NUMBER: 07629498 BUSINESS ADDRESS: STREET 1: 18400 VON KARMAN STREET 2: SUITE 1000 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 9494407030 MAIL ADDRESS: STREET 1: 18400 VON KARMAN STREET 2: SUITE 1000 CITY: IRVINE STATE: CA ZIP: 92612 FORMER COMPANY: FORMER CONFORMED NAME: NEW CENTURY REIT INC DATE OF NAME CHANGE: 20040416 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RAMAT SECURITIES LTD CENTRAL INDEX KEY: 0001137185 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 23811 CHAGRIN BLVD STREET 2: SUITE 200 CITY: BEACHWOOD STATE: OH ZIP: 44122 BUSINESS PHONE: 2165950987 MAIL ADDRESS: STREET 1: 23811 CHAGRIN BLVD STREET 2: SUITE 200 CITY: BEACHWOOD STATE: OH ZIP: 44122 SC 13D/A 1 newcentury.txt OMB Number 3235-0145 United States Securities and Exchange Commission Washington DC 20549 Schedule 13D/A Amendment No. 2 Under the Securities and Exchange Act of 1934 New Century Financial Corporation Name of Issuer common stock Title of Class of Securities CUSIP Number 6435EV108 Howard Amster, 23811 Chagrin Blvd., Suite 200 Beachwood, Ohio 44122-5525, 216 595-1047 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 13, 2007 (Date of Event which Requires Filing of this Statement) If this 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) (f) or (g), check the following box / /. Note: Scheduled 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 who copies are to be sent. *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 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 Howard Amster 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting 2,069,271 Beneficially Owned By Each 8 Shared Voting 885,960 Reporting Person With 9 Sole Dispositive 2,069,271 10 Shared Dispositive 885,960 11 Aggregate Amount Beneficially owned 2,205,602 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 3.98 % 14 Type of Reporting Person IN 1 Name of Reporting Person Howard M Amster 2005 Charitable Remainder Unitrust 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 131,394 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 131,394 11 Aggregate Amount Beneficially owned 131,394 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.24 % 14 Type of Reporting Person OO 1 Name of Reporting Person Amster Limited Partnership 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 3,900 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 3,900 11 Aggregate Amount Beneficially owned 3,900 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.01 % 14 Type of Reporting Person PN 1 Name of Reporting Person Amster Trading Company 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 615,560 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 615,560 11 Aggregate Amount Beneficially owned 0 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0 % 14 Type of Reporting Person CO 1 Name of Reporting Person Amster Trading Company Charitable Remainder Unitrusts 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure 6 Citizenship Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 615,560 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 615,560 11 Aggregate Amount Beneficially owned 615,560 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 1.11 % 14 Type of Reporting Person OO 1 Name of Reporting Person Samuel J Heller 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 2,675 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 2,675 11 Aggregate Amount Beneficially owned 2,675 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person IN 1 Name of Reporting Person Samuel J Heller Irrevocable Trust 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds OO 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 2,675 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 2,675 11 Aggregate Amount Beneficially owned 2,675 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person OO 1 Name of Reporting Person Ramat Securities Ltd. 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 132,431 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 132,431 11 Aggregate Amount Beneficially owned 132,431 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.24 % 14 Type of Reporting Person BD 1 Name of Reporting Person Tova Financial, Inc. 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 8,900 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 8,900 11 Aggregate Amount Beneficially owned 3,100 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.01 % 14 Type of Reporting Person CO 1 Name of Reporting Person Tova Financial, Inc. Charitable Remainder Unitrust 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure 6 Citizenship Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 5,800 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 5,800 11 Aggregate Amount Beneficially owned 5,800 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.01 % 14 Type of Reporting Person OO 1 Name of Reporting Person ZAK Group LLC 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 2,100 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 2,100 11 Aggregate Amount Beneficially owned 2,100 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person OO 1 Name of Reporting Person David Zlatin 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting 1,551 Beneficially Owned By Each 8 Shared Voting 143,531 Reporting Person With 9 Sole Dispositive 1,551 10 Shared Dispositive 143,531 11 Aggregate Amount Beneficially owned 139,282 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.25 % 14 Type of Reporting Person IN 1 Name of Reporting Person David Zlatin and Gilda Zlatin JTWROS 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 100 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 100 11 Aggregate Amount Beneficially owned 100 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person IN 1 Name of Reporting Person Gilda Zlatin 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting 374 Beneficially Owned By Each 8 Shared Voting 9,000 Reporting Person With 9 Sole Dispositive 374 10 Shared Dispositive 9,000 11 Aggregate Amount Beneficially owned 3,574 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.01 % 14 Type of Reporting Person IN There are no changes to the Schedule 13D, as amended except as set forth in this second amendment. Item 2. Identity and Background Pleasant Lake Apts. Ltd. Partnership sold all their shares of New Century Financial Corporation. Pleasant Lake Apts. Corp. and Pleasant Lake Apts. Ltd. Partnership no longer have any shared voting, dispositive power, disclaim any beneficial ownership of New Century Financial Corporation common shares and are no longer members of this group. For information purposes only Clients and employees (excluding Mr. Amster and Mr. Zlatin) of Ramat Securities own 113,233 shares of New Century Financial Corporation or 0.2 % of the Registrant's common shares. Clients and employees (excluding Mr. Amster and Mr. Zlatin) of Ramat Securities Ltd. do not have ownership, no shared voting, no dispositive power, no pecuniary interest in in any shares in Registrant's common shares nor to any other securities owned directly or indirectly by Ramat Securities Ltd. Clients and employees of Ramat Securities Ltd. (excluding Mr. Amster and Mr. Zlatin) disclaim being a member of this group. Ramat Securities has no ownership, no shared voting, no dispositive, no pecuniary interest in Registrant's common shares nor in any other securities owned directly or indirectly by its clients or employees (excluding Mr. Amster and Mr. Zlatin). Item 3. Source and Amount of Funds or Other Consideration Howard Amster sold 22,500 common shares reducing his total investment to $ 101,512,967.70. Amster Limited Partnership bought an additional 700 common shares with working capital without borrowing. The total consideration for the purchase is $ 22,399.50 bringing Amster Limited Partnership's total investment to $ 87,180.00. Amster Trading Company Charitable Remainder Unitrusts sold 275,000 common shares reducing Amster Trading Company Charitable Remainder Unitrusts' total investment to $ 30,775,524.97. Ramat Securities Ltd. sold 178,900 common shares reducing Ramat Securities Ltd. total investment to $ 5,386,405.75. Item 4. Purpose of Transaction The following may deemed to be a group for purposes of investment. Howard Amster Howard Amster 2005 CRUT Amster Limited Partnership Amster Trading Company Amster Trading Company Charitable Remainder Unitrusts Samuel J Heller Samuel J Heller Irrevocable Trust Ramat Securities Ltd. Tova Financial, Inc. Tova Financial, Inc. Charitable Remainder Unitrust ZAK Group, Ltd. David Zlatin David Zlatin and Gilda Zlatin JTWROS Gilda Zlatin There are no present plans or proposals by this group of record or the beneficial owners as reported in this Schedule 13D second amendment which relates to or would result in the following: a. The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer provided, however, the reporting persons might acquire additional shares or other securities of the issuer or dispose of some or all of their shares depending upon market conditions and their personal circumstances; Item 5. Interest in Securities of the Issuer The outstanding common shares of the Issuer is 55,470,607 shares as of October 31, 2006 referenced in the 10-Q for period ending September 30, 2006. (a)(b) The aggregate amount owned by this Reporting Group is 2,966,156 shares or 5.34 % of the outstanding shares. Howard Amster in his name and individual retirement accounts owns 2,069,271 shares or 3.73 % of the common outstanding shares. Howard M Amster 2005 Charitable Remainder Unitrust owns 131,394 shares or 0.24 % of the common outstanding shares. Amster Ltd. Partnership owns 1,800 common shares or 0.00 % of the common outstanding shares Amster Trading Company Charitable Remainder Unitrusts own 615,560 shares or 1.11 % of the common outstanding shares. Samuel J Heller Irrevocable trust owns 2,675 shares or 0.00 % of the common outstanding shares. Ramat Securities Ltd. owns 132,431 common shares or 0.24 % of the common outstanding shares. Tova Financial, Inc. owns 3,100 common shares or 0.01 % of the common outstanding shares. Tova Financial, Inc. Charitable Remainder Unitrust owns 5,800 common shares or 0.01 % of the common outstanding shares. ZAK Group LLC owns 2,100 common shares or 0.0 % of the common outstanding shares. David Zlatin owns 1,551 common shares or 0.0 % of the common outstanding shares. David Zlatin and Gilda Zlatin own 100 common shares or 0.0% of the common outstanding shares. Gilda Zlatin owns 374 common shares or 0.0 % of the common outstanding shares. c) Description of Transactions All transactions were executed on a listed stock exchange as an open market transaction with Bear, Stearns Securities Corp. as executing broker.
Bought Identity Date Shares Price Amster Limited 12/28/06 700 31.95 Partnership Sold Howard Amster 11/20/06 22,500 36.77 Amster Trading 11/20/06 57,500 36.77 Company 11/21/06 121,200 36.65 11/22/06 31,200 36.68 Amster Trading 11/28/06 50,000 36.00 Company Charitable 11/29/06 100,000 36.00 Remainder Unitrusts 11/30/06 125,000 36.03 Pleasant Lake Apts. 11/22/06 26,000 36.68 Ltd. Partnership Ramat Securities 02/13/07 8,800 17.01 Ltd. 02/13/07 140,100 17.44 02/14/07 100 19.71 02/14/07 29,900 19.65
Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Date: February 15, 2007 /s/ Howard Amster /s/ Howard M Amster 2005 Charitable Remainder Unitrust By: Howard Amster Title: Trustee /s/ Amster Limited Partnership By: Howard Amster Title: General Partner /s/ Amster Trading Company By: Howard Amster Title: President /s/ Amster Trading Company Charitable Remainder Unitrusts By: Howard Amster Title: Trustee /s/ Samuel J Heller /s/ Samuel J Heller Irrevocable Trust By: Howard Amster Title: Trustee /s/ Ramat Securities Ltd. By: David Zlatin Title: Principal /s/ Tova Financial, Inc. By: David Zlatin Title: President /s/ Tova Financial , Inc. Charitable Remainder Unitrust By: David Zlatin & Gilda Zlatin Title: Co-trustees /s/ Zak Group LLC By: David Zlatin Title: Member /s/ David Zlatin /s/ David Zlatin and Gilda Zlatin JTWROS /s/ Gilda Zlatin -----END PRIVACY-ENHANCED MESSAGE-----