-----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, LYMpFjHeiiRL5vXv7e/Ku7zUqW/NnAFO0xFUebsb6mtKnAcKV2C4bvEkSHo2latE iO7qys/awGeK2DRF4pdrfA== 0001006196-98-000065.txt : 19981023 0001006196-98-000065.hdr.sgml : 19981023 ACCESSION NUMBER: 0001006196-98-000065 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981022 SROS: AMEX SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PICO PRODUCTS INC CENTRAL INDEX KEY: 0000352994 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 150624701 STATE OF INCORPORATION: NY FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-33385 FILM NUMBER: 98729162 BUSINESS ADDRESS: STREET 1: 12500 FOOTHILL BLVD CITY: LAKEVIEW TERR STATE: CA ZIP: 91342 BUSINESS PHONE: 8188970028 MAIL ADDRESS: STREET 1: 12500 FOOTHILL BLVD CITY: LAKEVIEW TERRRACE STATE: CA ZIP: 91342 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALLIED CAPITAL CORP/OLD CENTRAL INDEX KEY: 0000003845 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 530245085 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1666 K ST N W STE 901 CITY: WASHINGTON STATE: DC ZIP: 20006 BUSINESS PHONE: 2023311112 MAIL ADDRESS: STREET 1: 1666 K STREET NW 9TH FL STREET 2: 1666 K STREET NW 9TH FL CITY: WASHINGTON STATE: DC ZIP: 20006 SC 13D/A 1 13D AMENDMENT #3 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------------------- SCHEDULE 13D AMENDMENT NO. 3 --------------------------- UNDER THE SECURITIES EXCHANGE ACT OF 1934 Pico Products, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 719884108 (CUSIP number) William L. Walton, Chairman Allied Capital Corporation 1919 Pennsylvania Avenue, N.W. Washington, D.C.20006 (202) 331-1112 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 4, 1998 (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: [ ]
13D CUSIP No. 719884108 1 Name(s) of reporting person(s)SS or IRS Allied Capital Corporation identification number(s) of person(s) 52-1081052 2 Check the appropriate box if a member of a group (a) [X] (b) [ ] 3 SEC USE ONLY 4 Source of funds WC, OO 5 Check if disclosure of legal proceedings is [ ] required pursuant to Item 2(d) or 2(e) 6 Citizenship or place of organization Maryland Number of shares beneficially owned by each reporting person with: 7 Sole voting power 507,888 8 Shared voting power 0 9 Sole dispositive power 507,888 10 Shared dispositive power 0 11 Aggregate amount beneficially owned by each 1,102,714 reporting person 12 Check if the aggregate amount in row 11 excludes [ ] certain shares 13 Percent of class represented by amount in row 11 21.7% 14 Type of reporting person CO, IV
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13D CUSIP No. 719884108 1 Name(s) of reporting person(s)SS or IRS Allied Investment Corporation identification number(s) of person(s) 52-1278855 2 Check the appropriate box if a member of a group (a) [X] (b) [ ] 3 SEC USE ONLY 4 Source of funds WC, OO 5 Check if disclosure of legal proceedings is [ ] required pursuant to Item 2(d) or 2(e) 6 Citizenship or place of organization Maryland Number of shares beneficially owned by each reporting person with: 7 Sole voting power 594,826 8 Shared voting power 0 9 Sole dispositive power 594,826 10 Shared dispositive power 0 11 Aggregate amount beneficially owned by each 1,102,714 reporting person 12 Check if the aggregate amount in row 11 excludes [ ] certain shares 13 Percent of class represented by amount in row 11 21.7% 14 Type of reporting person CO, IV
- 3 - Item 1. Security and Issuer. This statement relates to the Common Stock of Pico Products, Inc., a New York Corporation (the "Issuer"). The Issuer's executive offices are located at 12500 Foothill Boulevard, Lakeview Terrace, California 91342. Item 2. Identity and Background. Each of Allied Capital Corporation ("ACC"), Allied Investment Corporation ("AIC"), Allied Capital Corporation II ("ACCII") and Allied Investment Corporation II ("AICII") is a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"). ACC, AIC, ACCII and AICII are collectively referred to herein as the "Allied" In December, 1997, ACCII was merged into ACC, and AICII was merged into AIC. All Senior Subordinated Debentures, Common Stock, Warrants and Warrants Subject to Call of the Issuer previously held by ACCII are now held by ACC and all Senior Subordinated Debentures, Common Stock, Warrants and Warrants Subject to Call of the Issuer previously held by AICII are now held by AIC. ACC has elected to be regulated as a business development company under the 1940 Act. AIC is a wholly-owned subsidiary of ACC. ACC and AIC are both organized as Maryland corporations and have their principal place of business located at 1919 Pennsylvania Avenue, N.W., 3rd Floor, Washington, D.C. 20006. During the last five years, neither ACC, AIC, nor any of their respective executive officers or directors, (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. Pursuant to the terms of a Participation Agreement dated November 5, 1997, by and among Allied, the Issuer, certain affiliates of the Issuer and certain individuals named therein, and a Participation Agreement dated March 24, 1998 by and among Allied, the Issuer, certain affiliates of the Issuer and certain individual named therein, Allied sold to certain members of management of the Issuer an aggregate of 107,000 shares of the Issuer's Common Stock, 349,130 Warrants and 91,714 Warrants Subject to Call. On September 4, 1998, Pico repaid Allied $1.39 million of Senior Subordinated Debentures. In return, Allied is obligated to return to Pico an aggregate of 304,196 Warrants. Item 4. Purpose of Transaction. Neither ACC nor AIC has no plan or proposal which relates to or would result in any action described in (a) through (j) of this Item 4. - 4 - Item 5. Interest in Securities of the Issuer. (a) In the aggregate, the ACC and AIC have the right to acquire up to 1,102,714 shares (21.7%) of the Common Stock of the Issuer. (b) Upon exercise of the warrants, ACC would have sole power to vote, and sole power to dispose of 507,888 shares of Common Stock of the Issuer, and AIC would have the sole power to vote, and sole power to dispose of 594,826 shares. (c) See Item 3. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Item 7. Material to be Filed as Exhibits. SEC Investment Company Act Release No. IC-22941, dated December 16, 1997 is hereby incorporated by reference to SEC File No. 812-10870. - 5 - Signatures After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned hereby certifies that the information set forth in this amendment is true, complete and correct. Dated: October 22, 1998 ALLIED CAPITAL CORPORATION By: /s/ William L. Walton ------------------------------------- William L. Walton President and Chief Executive Officer ALLIED INVESTMENT CORPORATION By: /s/ William L. Walton ------------------------------------- William L. Walton President and Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----