-----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, AeNE6VNydgplDF+UVI7F9qGX3a4lS+0d7l24OGNIq3PTlJdPN8rQY908OO4eXtfe eZQQPpA/mhhb0vDnO0ocBQ== 0001027612-97-000048.txt : 19971117 0001027612-97-000048.hdr.sgml : 19971117 ACCESSION NUMBER: 0001027612-97-000048 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971114 SROS: BSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EXOLON ESK CO CENTRAL INDEX KEY: 0000034046 STANDARD INDUSTRIAL CLASSIFICATION: ABRASIVE ASBESTOS & MISC NONMETALLIC MINERAL PRODUCTS [3290] IRS NUMBER: 160427000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-11011 FILM NUMBER: 97720341 BUSINESS ADDRESS: STREET 1: 1000 E NIAGARA ST STREET 2: P O BOX 590 CITY: TONAWANDA STATE: NY ZIP: 14150 BUSINESS PHONE: 7166934550 MAIL ADDRESS: STREET 1: 1000 E NIAGARA STREET STREET 2: P O BOX 590 CITY: TONAWANDA STATE: NY ZIP: 14150 FORMER COMPANY: FORMER CONFORMED NAME: EXOLON CO DATE OF NAME CHANGE: 19840517 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ARIES HILL CORP CENTRAL INDEX KEY: 0000937708 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 161023268 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1350 ONE M & T PLAZA CITY: BUFFALO STATE: NY ZIP: 14203 BUSINESS PHONE: 7168456000 MAIL ADDRESS: STREET 1: 1350 ONE M & T PLAZA CITY: BUFFALO STATE: NY ZIP: 14203 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* EXOLON-ESK COMPANY _________________________________________________________________ (Name of Issuer) Common Stock $1.00 Par Value Per Share _________________________________________________________________ (Title of Class of Securities 302101 10 0 ____________________________ (CUSIP Number) Patrick W.E. Hodgson 2025 Walden Avenue Cheektowaga, New York 14225 (Phone: (716) 683-2250) _________________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) OCTOBER 27, 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 the statement. __. (A fee is not required only if the reporting 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.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom 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 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). SCHEDULE 13D Amendment No. 14 CUSIP NO. 302101 10 0 1. Name of Reporting Person SS or IRS Identification No. of above person (optional) First Carolina Investors, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___ (b)_X_ 3. SEC USE ONLY 4. SOURCE OF FUNDS* WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ____ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES 7. SOLE VOTING POWER BENEFICIALLY OWNED 56,500 BY EACH REPORTING PERSON WITH 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 56,500 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 56,500 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* ____ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.72% 14. TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! AMENDMENT NO. 14 TO SCHEDULE 13D EXOLON-ESK COMPANY The statement on Schedule 13D relating to shares of Common Stock, $1.00 par value per share ("Shares"), of Exolon-ESK Company (the "Issuer") filed by Patrick W.E. Hodgson, et al. (the "Reporting Persons"), with the Securities and Exchange Commission on September 23, 1991 (the "Original Schedule 13D"), as amended on December 27, 1991, January 9, 1992, March 3, 1992, May 5, 1992, June 8, 1992, July 30, 1992, August 14, 1992, August 28, 1992, March 31, 1993, December 7, 1994, February 6, 1995, April 5, 1995, and on June 20, 1997 (the Original Schedule 13D as amended by the foregoing amendments is referred to herein as the "Schedule 13D"), is hereby further amended as hereinafter set forth. Information contained in the Schedule 13D which is not specifically amended is incorporated herein by reference. NOTE: THE EXECUTION AND SUBMISSION OF THIS STATEMENT SHALL NOT BE CONSTRUED AS A STATEMENT OR ADMISSION THAT THE REPORTING PERSONS (I) ARE ACTING AS A GROUP IN THE ACQUISITION OF THE SHARES, (II) COLLECTIVELY CONSTITUTE A "PERSON" WITHIN THE MEANING OF SECTION 13(D)(3) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (THE "ACT"), OR (III) FOR THE PURPOSES OF SECTION 13(D) OF THE ACT, ARE THE BENEFICIAL OWNERS OF ANY SHARES OTHER THAN THE SHARES IN WHICH EACH PERSON IS SPECIFICALLY IDENTIFIED IN THIS STATEMENT TO HAVE A BENEFICIAL INTEREST. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. [Item 3 of the Schedule 13D is hereby amended as follows to set forth information with respect to the purchase of additional Shares by First Carolina Investors, Inc.:] The approximate amount of funds used by First Carolina Investors, Inc. to acquire additional Shares is $181,350. The foregoing amount does not include acquisition of Shares previously reported. First Carolina Investors, Inc. did not borrow any funds to acquire such Shares. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. [Item 5 is hereby amended to read as follows:] (i) Share Ownership. The following table shows the number of Shares beneficially owned by each of the Reporting Persons as of November 13, 1997. Unless otherwise indicated, each of the persons named in the table has sole voting and investment power with respect to the Shares indicated as beneficially owned by such person.
Number of Shares Percent of Name of Beneficial Owner Beneficially Owned Class (1) 1. Patrick W.E. Hodgson (2) 98,008(3) 19.50%(4) 2. The Magavern Estate (5) 15,260 3.17% 3. Brent D. Baird (6) 1,300 0.27% 4. Aries (7) 14,000 2.90% 5. Bridget B. Baird, as trustee of the Baird Trust (8) 9,800 2.03% 6. Jane D. Baird 9,000 1.87% 7. The Foundation (8) 5,700 1.18% 8. First Carolina (9) 56,500 11.72% 9. William J. Magavern II, individually (10) 5,000 1.04% 10. James L. Magavern, individually (11) 2,000 0.41% ______ _____ TOTAL 216,568(3) 43.09%(4)
(1) Except as otherwise provided, based upon 481,995 Shares outstanding. (2) These Shares are held by Cinnamon Investments Ltd., which is described in Item 2 of the Original Schedule 13D. This amount does not include the Shares held by First Carolina, of which Mr. Hodgson is a director. (3) Includes 20,584 Shares based on ownership of 18,297 shares of Series A Preferred Stock. (4) Based upon 502,579 Shares outstanding (481,995 plus 20,584 issuable upon conversion of 18,297 shares of Series A Preferred Stock). (5) The Magavern Estate is identified in Item 2 of the Original Schedule 13D. William J. Magavern II and James L. Magavern, as two of the three co-executors of the Magavern Estate, share voting and investment power with respect to the Magavern Estate's Shares. See notes (10) and (11) below. (6) Does not include the Shares owned by Aries or First Carolina. See notes (7) and (9) below. (7) Aries is described in Item 2 of Amendment No. 4. Brent D. Baird, as an officer, director and controlling shareholder of Aries, may be deemed to have shared voting and investment power over the indicated Shares with the other officers, directors and significant shareholders of Aries identified in Amendment No. 4. (8) The Baird Trust and the Foundation are described in Item 2 of the Original Schedule 13D. (9) Brent D. Baird, as an officer, director and significant stockholder of First Carolina, may be deemed to have voting and investment power over the indicated Shares. (10) This amount does not include the Shares owned by the Magavern Estate, of which Mr. Magavern is a co- executor. See note (5) above. (11) This amount does not include the Shares owned by the Magavern Estate, of which Mr. Magavern is a co- executor. See note (5) above. (ii) Recent Transactions. The following purchases of the Shares were effected during the past sixty days:
Price/Share (in Dollars Commissions Purchase In Number of not Transaction Made The Name Of Date Shares included) Through First Carolina Investors 10/2/97 200 32 Fahnestock & Co. 10/7/97 500 32 1/2 Fahnestock & Co. 10/8/97 500 33 Fahnestock & Co. 10/15/97 200 35 Fahnestock & Co. 10/16/97 300 35 Fahnestock & Co. 10/27/97 300 36 Fahnestock & Co. 10/28/97 200 36 Fahnestock & Co. 11/3/97 500 36 Fahnestock & Co.
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. DATED: November 13, 1997 FIRST CAROLINA INVESTORS, INC. By: s/Brent D. Baird Brent D. Baird, Chairman -----END PRIVACY-ENHANCED MESSAGE-----