-----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, N3qUyBtyTC87d5umFj6VDCyYc0Eh9bzu48/qfs9QmlQbzlR+BBC2cq24gjgggr9e k3hgLLqtwy00OZzHa4fbBQ== 0000919574-97-000786.txt : 19970922 0000919574-97-000786.hdr.sgml : 19970922 ACCESSION NUMBER: 0000919574-97-000786 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970918 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALPINE GROUP INC /DE/ CENTRAL INDEX KEY: 0000004164 STANDARD INDUSTRIAL CLASSIFICATION: DRAWING AND INSULATING NONFERROUS WIRE [3357] IRS NUMBER: 221620387 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-31325 FILM NUMBER: 97682528 BUSINESS ADDRESS: STREET 1: 1790 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2127573333 MAIL ADDRESS: STREET 1: 1790 BROADWAY STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: ALPINE GEOPHYSICAL CORP DATE OF NAME CHANGE: 19841202 FORMER COMPANY: FORMER CONFORMED NAME: ALPINE GEOPHYSICAL ASSOCIATES INC DATE OF NAME CHANGE: 19810120 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DRILL CRAIG A CENTRAL INDEX KEY: 0001035896 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 767 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10153 MAIL ADDRESS: STREET 1: 767 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10153 SC 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Name of Issuer: The Alpine Group, Inc. Title of Class of Securities: Common Stock, $.01 par value. CUSIP Number: 020825105 (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) Craig A. Drill c/o Craig Drill Capital L.P. 767 Fifth Avenue New York, New York 10153 (Date of Event which Requires Filing of this Statement) 6/24/97 If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. *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 the disclosures provided in a prior cover page. The information required in 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. 020825105 1. Name of Reporting Person I.R.S. Identification No. of Above Person Craig A. Drill 2. Check the appropriate box if a member of a group a. b. 3. SEC Use Only 4. SOURCE OF FUNDS AF 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) of 2(e) 6. Citizenship or Place of Organization U.S. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. Sole Voting Power 8. Shared Voting Power 922,000 2 9. Sole Dispositive Power 10. Shared Dispositive Power 922,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 922,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares* 13. Percent of Class Represented by Amount in Row (11) 5.46% 14. Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! 3 CUSIP No. 020825105 1. Name of Reporting Person I.R.S. Identification No. of Above Person Craig Drill Capital, L.L.C. 2. Check the appropriate box if a member of a group a. b. 3. SEC Use Only 4. SOURCE OF FUNDS AF 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) of 2(e) 6. Citizenship or Place of Organization U.S. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. Sole Voting Power 8. Shared Voting Power 922,000 4 9. Sole Dispositive Power 10. Shared Dispositive Power 922,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 922,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares* 13. Percent of Class Represented by Amount in Row (11) 5.46% 14. Type of Reporting Person* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 5 CUSIP No. 020825105 1. Name of Reporting Person I.R.S. Identification No. of Above Person Craig Drill Capital L.P. 2. Check the appropriate box if a member of a group a. b. 3. SEC Use Only 4. SOURCE OF FUNDS WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) of 2(e) 6. Citizenship or Place of Organization U.S. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. Sole Voting Power 8. Shared Voting Power 922,000 6 9. Sole Dispositive Power 10. Shared Dispositive Power 922,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 922,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares* 13. Percent of Class Represented by Amount in Row (11) 5.46% 14. Type of Reporting Person* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! 7 Item 1. Security and Issuer This statement relates to the Common Stock of The Alpine Group, Inc. ("AGI"), a Delaware corporation. AGI's principal executive office is located at 1790 Broadway, New York, New York 1OO19-1412. Item 2. Identity and Background This statement is being filed on behalf of Craig A. Drill, Craig Drill Capital, L.L.C. (the "L.L.C."), a Delaware limited liability company, and Craig Drill Capital L.P. (the "Partnership"), a Delaware limited partnership. Mr. Drill is the managing member of the L.L.C., which is general partner of the Partnership. The address for Mr. Drill, the L.L.C. and the Partnership is 767 Fifth Avenue, New York New York 10153. The principal business of Mr. Drill and the L.L.C. is to act as private investment managers. The Partnership is a private investment partnership formed to trade and invest primarily in securities and financial instruments. Neither Mr. Drill, the L.L.C. nor the Partnership has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations 8 or similar misdemeanors). Neither Mr. Drill, the L.L.C. nor the Partnership has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to federal or state securities laws of finding any violation with respect to such laws. Mr. Drill is a citizen of the United States of America. Item 3. Source and Amount of Funds or Other Consideration As of the date hereof, Mr. Drill, the L.L.C. and the Partnership are deemed to beneficially own 922,000 shares of common stock (the "Common Shares"). The Common Shares were purchased in open market transactions at an aggregate cost of $7,810,375.14. The funds for the purchase of the Common Shares were obtained from the working capital of the Partnership which, in the normal course of its business, was comprised of the Partnership's equity contributed by the limited partners and the general 9 partner, and earnings from the Partnership's operations. No leverage was used to purchase the Common Shares. Item 4. Purpose of Transaction The Common Shares deemed to be beneficially owned by Mr. Drill, the L.L.C. and the Partnership were acquired for and are being held for investment purposes. Neither of Mr. Drill, the L.L.C. nor the Partnership has any plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the Instructions to Schedule 13D. Item 5. Interest in Securities of the Issuer As of the date hereof, Mr. Drill, the L.L.C. and the Partnership are deemed to be the beneficial owners of 922,000 Common Shares. Based on AGI's most recently filed Form 10K, there are believed to be 16,889,781 Common Shares of AGI outstanding. Therefore, Mr. Drill, the L.L.C. and the Partnership are deemed to beneficially own 5.46% of the outstanding Common Shares. Each of Mr. Drill, the L.L.C. and the Partnership share the power to 10 vote, direct the vote, dispose of or direct the disposition of all Common Shares of which they are deemed to beneficially own. A description of the Partnership's transactions in the Common Shares over the past 60 days appears below: Trade Date Transaction Number of Shares Price per Share 09/10/97 Buy 22,300 14.416 09/09/97 Buy 12,400 14.230 09/09/97 Buy 3,600 14.250 09/03/97 Buy 18,400 14.490 08/20/97 Buy 3,200 13.560 08/20/97 Buy 8,500 13.180 08/18/97 Buy 1,500 11.430 Item 6. Contracts, Arrangements, Understandings of Relationships With Respect to Securities of the Issuer Neither of Mr. Drill, the L.L.C. or the Partnership has any contracts, arrangements, understandings or relationships with any person with respect to the Common Shares. 11 Item 7. Material to be Filed as Exhibits Exhibit A: Joint Filing Agreement Signature The undersigned, after reasonable inquiry and to the best of his knowledge and belief, certifies that the information set forth in this statement is true, complete and correct. September 15, 1997 /s/ Craig A. Drill Craig A. Drill Craig Drill Capital L.L.C. By:/s/ Craig A. Drill Craig A. Drill Managing Member Craig Drill Capital L.P. By: Craig Drill Capital L.L.C., its general partner By:/s/ Craig A. Drill Craig A. Drill Managing Member 12 Exhibit A AGREEMENT The undersigned agree that this Schedule 13D dated September 15, 1997 relating to the Common Shares of The Alpine Group, Inc. shall be filed on behalf of the undersigned. /s/ Craig A. Drill Craig A. Drill Craig Drill Capital L.L.C. By:/s/ Craig A. Drill Craig A. Drill Managing Member Craig Drill Capital L.P. By: Craig Drill Capital L.L.C., its general partner By:/s/ Craig A. Drill Craig A. Drill Managing Member 13 19690000.AK6 -----END PRIVACY-ENHANCED MESSAGE-----