-----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, F4eKT9F6kcyRVUB8K8aqGf9TQyrfCKnX3q6OWu6va0Da1PX5fM+m3fEmcETUEYq3 6EYVRiweCoJDy/uVP/QnEg== 0000893220-02-000144.txt : 20020414 0000893220-02-000144.hdr.sgml : 20020414 ACCESSION NUMBER: 0000893220-02-000144 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADVANTA CORP CENTRAL INDEX KEY: 0000096638 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 231462070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-38014 FILM NUMBER: 02547486 BUSINESS ADDRESS: STREET 1: P.O. BOX 844 STREET 2: WELSH & MCKEAN ROADS CITY: SPRING HOUSE STATE: PA ZIP: 19477 BUSINESS PHONE: 2154445051 MAIL ADDRESS: STREET 1: C/O WELSH & MCKEAN ROADS STREET 2: P.O. BOX 844 CITY: SPRING HOUSE STATE: PA ZIP: 19477-0844 FORMER COMPANY: FORMER CONFORMED NAME: TSO FINANCIAL CORP DATE OF NAME CHANGE: 19880306 FORMER COMPANY: FORMER CONFORMED NAME: TEACHERS SERVICE ORGANIZATION INC DATE OF NAME CHANGE: 19850812 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ADVANTA EMPLOYEE STOCK OWNERSHIP PLAN CENTRAL INDEX KEY: 0001083816 IRS NUMBER: 232976471 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: WELSH & MCKEAN ROADS CITY: SPRING HOUSE STATE: PA ZIP: 19477 BUSINESS PHONE: 2154445341 MAIL ADDRESS: STREET 1: WELSH & MCKEAN ROADS CITY: SPRING HOUSE STATE: PA ZIP: 19477 SC 13G/A 1 w57553asc13ga.txt SC 13G/A WITH RESPECT TO ADVANTA CORP. SCHEDULE 13G Page 1 of 8 Pages SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) Advanta Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 007942105 (CUSIP NO.) December 31, 2001 (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 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. 007942105 13G Page 2 of 8 Pages - -------------------------------------------------------------------------------- 1. Name of Reporting Person: Advanta Corp. Employee Stock Ownership Plan I.R.S. Identification No. of Above Person: 23-2976471 - -------------------------------------------------------------------------------- 2. Check the appropriate box if a member of a group* (a) [ ] (b) [x] - -------------------------------------------------------------------------------- 3. SEC use only - -------------------------------------------------------------------------------- 4. Citizenship or place of organization Delaware - -------------------------------------------------------------------------------- 5. Sole Voting Power 896,317 Number of -------------------------------------------------- Shares Beneficially 6. Shared Voting Power Owned by Each 103,683 Reporting Person -------------------------------------------------- With 7. Sole Dispositive Power 1,000,000 -------------------------------------------------- 8. Shared Dispositive Power -0- - -------------------------------------------------------------------------------- 9. Aggregate amount beneficially owned by each reporting person: 1,000,000 - -------------------------------------------------------------------------------- 10. Check box if the aggregate amount in row (9) excludes certain shares* [ ] - -------------------------------------------------------------------------------- 11. Percent of class represented by amount in row (9) 9.96% - -------------------------------------------------------------------------------- 12. Type of reporting person* EP - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 007942105 13G Page 3 of 8 Pages - -------------------------------------------------------------------------------- SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Item 1(a). Name of Issuer: Advanta Corp. Item 1(b). Address of Issuer's Principal Executive Offices: P.O. Box 844 Welsh & McKean Roads Spring House, PA 19477 Item 2(a). Name of Person Filing: Advanta Corp. Employee Stock Ownership Plan Item 2(b). Address of Principal Business Office or, if none, Residence: Same as Item 1(b) Item 2(c). Citizenship: Delaware Item 2(d). Title of Class of Securities: Class A Common Stock Item 2(e). Cusip Number: 007942105 Item 3. If this Statement Is Filed Pursuant to Rules 13d-1(b) or 13d-2(b), check whether the Person filing is a: (a) [ ] Broker or dealer registered under Section 15 of the Act. (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Exchange Act. (d) [ ] Investment Company registered under Section 8 of the Investment Company Act. CUSIP NO. 007942105 13G Page 4 of 8 Pages - -------------------------------------------------------------------------------- (e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [X] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) [X] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). Item 4. Ownership. (a) Amount beneficially owned: 1,000,000 (b) Percent of Class: 9.96% (c) Number of shares as to which such person has: (i) power to vote or to direct the vote: 896,317 (ii) Shared power to vote or to direct the vote: 103,683 (iii) Sole power to dispose or to direct the disposition of: 1,000,000 (iv) Shared power to dispose or to direct the disposition of: -0- 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: [ ] CUSIP NO. 007942105 13G Page 5 of 8 Pages - -------------------------------------------------------------------------------- Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not Applicable. Item 7. Identification And Classification of The Subsidiary Which Acquired The Security Being Reported on by The Parent Holding Company. Not Applicable. Item 8. Identification And Classification of Members of The Group. See Exhibit A for information concerning the voting and dispositive power with respect to shares of the Issuer's voting securities beneficially owned by the trustees of the Advanta Corp. Employee Stock Ownership Plan (the "Plan"). The Plan disclaims that it is acting in concert, or as a member of a group, with its trustees. Each trustee of the Plan has informed the Plan that he disclaims that he is acting in concert, or as a member of a group, with the Plan. As indicated on the cover page of this Schedule 13G, such trustees may be deemed to be a group with the Plan. Item 9. Notice of Dissolution of Group. Not Applicable. CUSIP NO. 007942105 13G Page 6 of 8 Pages - -------------------------------------------------------------------------------- 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 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. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, in my capacity as a trustee of the Plan, I certify that the information set forth in this statement is true, complete and correct. ADVANTA CORP. EMPLOYEE STOCK OWNERSHIP PLAN By: /s/ Dennis Alter February 12, 2002 - ------------------------------- ---------------------------- Dennis Alter (Date) Trustee By: /s/ William A. Rosoff February 12, 2002 - ------------------------------- ---------------------------- William A. Rosoff (Date) Trustee By: /s/ Olaf Olafsson February 12, 2002 - ------------------------------- ---------------------------- Olaf Olafsson (Date) Trustee By: /s/ Arthur P. Bellis February 12, 2002 - ------------------------------- ---------------------------- Arthur P. Bellis (Date) Trustee By: /s/ Michael Stolper February 12, 2002 - ------------------------------- ---------------------------- Michael Stolper (Date) Trustee CUSIP NO. 007942105 13G Page 7 of 8 Pages - -------------------------------------------------------------------------------- Exhibit A Identification of Members of Group Shares of Class A Common Stock of the Issuer are held in trust for the benefit of employees participating in the Plan. As of December 31, 2001, the Plan held 1,000,000 shares of the Issuer's Class A Common Stock, 103,683 shares of which had been allocated to Plan participants. By the terms of the Plan, the Plan trustees vote shares allocated to participant accounts as directed by participants. Shares of Class A Common Stock held by the Plan, but not yet allocated or as to which participants have not made timely voting directions, are voted by the Plan trustees in the same proportions as shares for which directions are received (subject to each trustee's fiduciary responsibilities under Section 404 of the Employee Retirement Income Security Act of 1974, as amended). Under Rule 13d-1 of the Securities Exchange Act of 1934, as amended, each of the Plan trustees may be deemed a beneficial owner of the 896,317 shares which, as of December 31, 2001, had not been allocated to Plan participants, or any of the 103,683 shares for which timely voting directions are not made to the trustees by Plan participants. Each of the trustees has informed the Plan that he disclaims beneficial ownership as to all of the shares held by the Plan. CUSIP NO. 007942105 13G Page 8 of 8 Pages - -------------------------------------------------------------------------------- The Plan trustees and their beneficial ownership, as of December 31, 2001, of shares of Class A Common Stock of the Issuer, exclusive of responsibilities as a Plan trustee, are as follows (such ownership being disregarded in reporting the Plan's ownership within this Schedule 13G):
Name Beneficial Ownership Beneficial (Other Than As A Plan Ownership Participant) As Plan Participant Dennis Alter 3,046,067(1) -0- William A. Rosoff 82,798(2) 386.244 Olaf Olafsson -0- -0- Arthur P. Bellis 26,058 -0- Michael Stolper 82,798(3) -0-
- ------------------ (1) Does not include 1,010 shares of the Issuer's Class A Preferred Stock owned by Mr. Alter's spouse, as to which Mr. Alter has no voting or dispositive power. Includes 571,905 and 82,798 shares of Issuer's Class A Common Stock owned by two charitable foundations, respectively, as to which Mr. Alter has shared voting and dispositive power, and 41,399 shares of Issuer's Class A Common Stock held by a trust established by Mr. Alter, through which he has made certain charitable gifts of shares and as to which Mr. Alter has sole voting and dispositive power. (2) Consists of 82,798 shares of Issuer's Class A Common Stock owned by a charitable foundation as to which Mr. Rosoff has shared voting and dispositive power. (3) Consists of 82,798 shares of Issuer's Class A Common Stock owned by a charitable foundation as to which Mr. Stolper has shared voting and dispositive power. -----END PRIVACY-ENHANCED MESSAGE-----