-----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, S4L0Bw358AKsRzxlkLTcXAvFuL0QGYBul64N20Ab17kOCpFB2UebUCS0O5sGs44o 83hrPffw8/lLn0r3KrroKQ== 0001017918-97-000030.txt : 19970502 0001017918-97-000030.hdr.sgml : 19970502 ACCESSION NUMBER: 0001017918-97-000030 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19970501 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CORECOMM INC CENTRAL INDEX KEY: 0001032030 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 133927257 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-50871 FILM NUMBER: 97592560 BUSINESS ADDRESS: STREET 1: 110 E 59TH ST STREET 2: C/O INTERNATIONAL CABLETEL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129068440 MAIL ADDRESS: STREET 1: C/O INTERNATIONAL CABLETEL STREET 2: 110 E 59TH ST CITY: NEW YORK STATE: NY ZIP: 10022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BANCO INC CENTRAL INDEX KEY: 0001017918 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133390015 STATE OF INCORPORATION: NY FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 767 PARK AVE STREET 2: 24TH FL CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 2125832000 MAIL ADDRESS: STREET 1: 767 PARK AVE STREET 2: 24TH FL CITY: NEW YORK STATE: NY ZIP: 10153 SC 13D/A 1 SCHEDULE 13D, AMENDMENT NO. 3 Page 1 of 6 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.3)* CoreComm, Inc. (Cellular Communication of PR, Inc) ----------------------------------------------------- (Name of Issuer) Common Stock ----------------------------------------------------- (Title of Class of Securities) 21868N106 (150919108) ----------------------------------------------------- (CUSIP Number) Linda S. Martinson, Esq. (212) 583-2000 767 Fifth Avenue, 24th Floor, New York, NY 10153 ----------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 25, 1997 ----------------------------------------------------- (Date of Event which Requires Filing of this Statement) 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 [ ]. Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) *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 ("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). SEC 1746 (12-91) Schedule 13D Amendment No. 3(continued) CUSIP No. 21868N106 (150919108) Page 2 of 6 Pages - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ronald Baron - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS OO - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(C) OR 2(E) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES 4,000 BENEFICIALLY -------------------------------------------------------------- OWNED BY 8 SHARED VOTING POWER EACH 581,700 REPORTING -------------------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 4,000 -------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 581,700 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 585,700 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.4% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT Page 3 of 6 Pages Item 1. Security and Issuer (a) Name of Issuer: CoreComm, Inc. (formerly Cellular Communication of Puerto Rico, Inc.) (b) Address of Issuer's Principal Executive Offices: 110 East 59th Street c/o International Cabletel, Inc. New York, NY 10022 (c) Title and Class of Securities: Common Stock Item 2. Identity and Background (a) Name: Ronald Baron (b) Business Address: 767 Fifth Avenue 24th Floor New York, NY 10153 (c) Present Principal Employment: President: Baron Capital Management, Inc., BAMCO, Inc., Baron Capital, Inc. 767 Fifth Avenue 24th Floor New York, NY 10153 (d) Record of Convictions: No material change. (e) Record of Civil Proceedings: No material change. (f) Citizenship: No material change. Item 3. Source and Amount of Funds or Other Consideration Reporting Person owns 4,000 shares of the issuer, purchased with cash for an aggregate price of $80,620. An additional 360,500 shares were purchased for an aggregate purchase price of $6,910,515 for the accounts of two investment companies registered under the Investment Company Act of 1940, Baron Asset Fund and Baron Growth & Income Fund, (the "Baron Funds"), which are advised by BAMCO, Inc. ("BAMCO"), a registered investment adviser which is controlled by Ronald Baron. An additional 221,200 shares were purchased for an aggregate purchase price of $5,202,152 for the accounts of investment advisory clients of Baron Capital Management, Inc.("BCM") a registered investment advisor controlled by Ronald Baron. All of those shares were paid for by cash assets in the accounts of the investment companies and advisory clients. Item 4. Purpose of Transaction No material change. Item 5. Interest in Securities of the Issuer (a) Amount and percentage beneficially owned: Reporting Person: (i) 581,700 shares in his capacity as a controlling person of BAMCO and BCM . Reporting Person disclaims that he is the beneficial owner of these shares. (ii) 4,000 shares personally. Page 4 of 6 Pages (b) Number of shares as to which such person has: (i) sole power to vote or direct the vote: 4,000 (ii) shared power to vote or direct the vote: 581,700 (iii) sole power to dispose or to direct the disposition: 4,000 (iv) shared power to dispose or direct the disposition: 581,700 Reporting Person may be deemed to share power to vote and dispose of shares referred to herein as a result of his control of the investment advisers for whose advisory clients he is reporting. He may be deemed to have sole power to vote and direct the disposition of the shares referred to above to by reason of being a general partner of BCP. (c) A schedule of transactions effected in the last sixty days is attached hereto as Exhibit 99. (d) Ownership of More than Five Percent on Behalf of Another Person: The investment advisory clients have the right to receive the dividends from, or the proceeds from the sale of the securities in their respective accounts. To the best of Reporting Person's knowledge, no person has such interest relating to more than 5% of the outstanding class of securities reported herein. (e) Ownership of Less than Five Percent: The percentage being reported by Reporting Person decreased to under five percent as of April 25, 1997. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The Funds have each entered into a Swap Transaction with Lehman Brothers Finance SA pursuant to a standard ISDA Master Agreement. The Swap terminates on July 30, 1997. The Agreement gives the Funds the right to repurchase the shares after 45 days. Item 7. Material to be Filed as Exhibits Exhibit 99 - 60 days of trading. Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: April 30, 1997 /s/ Ronald Baron _______________________________________ Ronald Baron EX-99 2 60-DAY TRANSACTION SCHEDULE Page 6 of 6 Pages Transaction Schedule From 02-25-97 To 04-25-97 Acct Exec. Date ID Trans Qty Price - -------- ----- ----- ------ --------- 02-28-97 bcm4 sl 1,500 17.6244 03-04-97 bcm4 sl 200 17.0000 03-10-97 bcm4 sl 8,000 16.3750 03-19-97 baf by 7,500 15.3750 03-20-97 baf by 30,000 15.4792 03-21-97 baf by 17,500 15.6250 03-21-97 bcm4 by 10,000 15.6250 03-24-97 baf by 25,000 15.3750 03-24-97 baf by 5,000 15.0375 03-25-97 baf by 3,000 15.0625 03-25-97 bcm4 by 5,000 15.0625 03-26-97 baf by 2,000 15.0000 03-31-97 baf by 4,900 14.5000 04-01-97 baf by 100 14.5000 04-01-97 baf by 2,500 14.7500 04-02-97 baf by 2,500 14.6250 04-03-97 baf by 15,000 14.3750 04-04-97 baf by 5,000 14.2813 04-04-97 bcm4 by 3,000 14.2813 04-07-97 baf by 1,900 14.3125 04-07-97 bcm4 by 2,500 14.3125 04-07-97 bcm4 by 5,000 14.3125 04-08-97 baf by 3,500 14.3125 04-08-97 bcm4 by 2,500 14.3125 04-09-97 baf by 7,000 14.6250 04-09-97 bcm4 by 5,000 14.6250 04-10-97 baf by 600 14.5000 04-10-97 baf by 6,500 15.1250 04-10-97 bcm4 by 1,000 14.5000 04-10-97 bcm4 by 5,000 15.1250 04-11-97 baf by 15,000 14.8750 04-14-97 baf by 5,000 14.6250 04-15-97 baf by 5,000 14.3750 04-18-97 baf by 5,000 14.6250 04-18-97 baf by 1,500 14.2500 04-21-97 baf by 9,000 14.3611 04-23-97 baf by 4,000 14.4438 04-24-97 baf by 1,000 14.4250 04-24-97 baf by 2,500 14.5375 04-25-97 baf by 3,000 14.2500 04-25-97 baf sl 850,000 14.2500** 04-25-97 bgi sl 80,000 14.2500** ** Sale was not effected on the exchange but through a privately negotiated transaction. -----END PRIVACY-ENHANCED MESSAGE-----