-----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, UdiXn0ctTytqOoXFZtPFYzsd41blWKo2gAwiKcFmJiQHoSdFDVkCT5ZU8FpEtNuc 1foZXn/HLRo2TmRwou2Mvg== 0000904454-00-000052.txt : 20000322 0000904454-00-000052.hdr.sgml : 20000322 ACCESSION NUMBER: 0000904454-00-000052 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000321 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COYOTE NETWORK SYSTEMS INC CENTRAL INDEX KEY: 0000057201 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 362448698 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-07333 FILM NUMBER: 574799 BUSINESS ADDRESS: STREET 1: 4360 PARK TERRACE DRIVE CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 BUSINESS PHONE: 8187357600 MAIL ADDRESS: STREET 1: 4360 PARK TERRACE DRIVE CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 FORMER COMPANY: FORMER CONFORMED NAME: DIANA CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FH INDUSTRIES CORP DATE OF NAME CHANGE: 19850814 FORMER COMPANY: FORMER CONFORMED NAME: SCOT LAD FOODS INC DATE OF NAME CHANGE: 19841202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HAYDON RICHARD L CENTRAL INDEX KEY: 0001043038 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 1114 AVE OF THE AMERICAS STREET 2: 38TH FL CITY: NEW YORK STATE: NY ZIP: 10036 MAIL ADDRESS: STREET 1: 1114 AVE OF THE AMERICAS STREET 2: 38TH FL CITY: NEW YORK STATE: NY ZIP: 10036 SC 13D 1 SC 13D CUSIP No. 22406 P108 Page 1 of 7 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.1) Coyote Network Systems Inc. ----------------------------------------------------------------- (Name of Issuer) Common Stock, $1.00 par value ----------------------------------------------------------------- (Title of Class of Securities) 22406 P108 ----------------------------------------------------------------- (CUSIP Number) Richard L. Haydon Strategic Restructuring Partnership L.P. 1114 Ave. of the Americas, 38th Floor New York, New York 10036 Tel. (212) 536-9715 ----------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 12, 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 [ ]. CUSIP No. 22406 P108 Page 2 of 7 Pages - -------------------------------------------------------------------------------- 1) Name of Reporting Person Richard L. Haydon S.S. or I.R.S. Identification No. of Above Person - -------------------------------------------------------------------------------- 2) Check the Appropriate Box (a) [ ] if a Member of a Group (b) [ ] - -------------------------------------------------------------------------------- 3) SEC Use Only - -------------------------------------------------------------------------------- 4) Source of Funds WC - -------------------------------------------------------------------------------- 5) Check if Disclosure of Legal Proceedings is Not Applicable Required Pursuant to Items 2(d) or 2(e) - -------------------------------------------------------------------------------- 6) Citizenship or Place of Organization United States - -------------------------------------------------------------------------------- Number of 7) Sole Voting 1,517,230 shares of Shares Beneficially Power Common Stock, $1.00 Owned by par value ("Common Reporting Person Stock") (including shares issuable upon exercise of warrants) -------------------------------------------- 8) Shared Voting Power -0- -------------------------------------------- 9) Sole Disposi- 1,517,230 shares of tive Power Common Stock (including shares issuable upon exercise of warrants) -------------------------------------------- 10) Shared Dis- positive Power -0- -------------------------------------------- 11) Aggregate Amount Beneficially 1,517,230 shares of Owned by Each Reporting Person Common Stock (including shares issuable upon exercise of warrants) - -------------------------------------------------------------------------------- 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares - -------------------------------------------------------------------------------- 13) Percent of Class Represented by 8.76% Amount in Row (11) - -------------------------------------------------------------------------------- 14) Type of Reporting Person IN CUSIP No. 22406 P108 Page 3 of 7 Pages - -------------------------------------------------------------------------------- 1) Name of Reporting Person Strategic S.S. or I.R.S. Identification Restructuring No. of Above Person Partnership L.P. - -------------------------------------------------------------------------------- 2) Check the Appropriate Box (a) [ ] if a Member of a Group (b) [ ] - -------------------------------------------------------------------------------- 3) SEC Use Only - -------------------------------------------------------------------------------- 4) Source of Funds WC - -------------------------------------------------------------------------------- 5) Check if Disclosure of Legal Proceedings is Not Applicable Required Pursuant to Items 2(d) or 2(e) - -------------------------------------------------------------------------------- 6) Citizenship or Place of Organization Delaware - -------------------------------------------------------------------------------- Number of 7) Sole Voting 789,380 shares of Shares Beneficially Power Common Stock (including shares issuable upon exercise of warrants) -------------------------------------------- 8) Shared Voting Power -0- -------------------------------------------- 9) Sole Disposi- 789,380 shares of tive Power Common Stock (including shares issuable upon exercise of warrants) -------------------------------------------- 10) Shared Dis- positive Power -0- -------------------------------------------- 11) Aggregate Amount Beneficially 789,380 shares of Owned by Each Reporting Person Common Stock (including shares issuable upon exercise of warrants) - -------------------------------------------------------------------------------- 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares - -------------------------------------------------------------------------------- 13) Percent of Class Represented by 4.65% Amount in Row (11) - -------------------------------------------------------------------------------- 14) Type of Reporting Person PN CUSIP No. 22406 P108 Page 4 of 7 Pages Amendment No. 1 to Schedule 13D ------------- Reference is hereby made to the statement on Schedule 13D (the "Schedule 13D") previously filed by the reporting persons with the Securities and Exchange Commission with respect to The Diana Corporation (prior name of the Issuer). Terms defined in the Schedule 13D are used herein as so defined. The Schedule 13D is hereby amended as follows: Item 5. Interest in Securities of the Issuer. ------------------------------------ Item 5 is hereby amended and restated in its entirety to read as follows: (a) Based on a total of 16,618,492 shares of Common Stock outstanding as of February 18, 2000, and giving effect to the exercise of all presently-exercisable Warrants, Mr. Haydon owns 1,517,230 shares of Common Stock, or approximately 8.76% of the Common Stock outstanding. SRP owns 789,380 shares of Common Stock, or 4.65% of the Common Stock outstanding. The securities reported as beneficially owned by Mr. Haydon include the securities owned by SRP. The balance is held in various managed discretionary accounts with respect to which Mr. Haydon, or an entity controlled by Mr. Haydon, has sole voting and investment power over the securities of the Issuer held by such accounts. (b) Mr. Haydon has sole power to vote or direct the voting of and to dispose or to direct the disposition of the shares of Common Stock referred to in paragraph (a) above. (c) Except as described in this statement, none of the Reporting Persons has effected any transaction in the Common Stock in the past 60 days. On February 15, 2000 an aggregate 2,000 shares of Common Stock were purchased for the benefit of two managed discretionary accounts managed by Mr. Haydon at a per share purchase price of $6.97. (d) No other person has the power to direct the receipt of dividends on, or the proceeds from sales of, the shares of Common Stock owned by the Reporting Persons. (e) Not applicable. CUSIP No. 22406 P108 Page 5 of 7 Pages Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. --------------------------------------- Item 6 is hereby amended by adding the following thereto: Under the terms of the warrants to purchase an aggregate 30,000 shares of Common Stock acquired by the Reporting Persons in connection with a demand loan facility provided by the Reporting Persons on November 1, 1999, the Reporting Persons have certain rights with respect to the registration under the Securities Act of 1933, as amended (the "Securities Act"), of those shares of Common Stock underlying the Warrants. The form of Warrant is incorporated herein by reference to Exhibit 4.03 to the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 1999, filed with the Securities and Exchange Commission on November 15, 1999. Item 7. Material to be Filed as Exhibits. -------------------------------- Exhibit A - Group Agreement Exhibit B - Form of Common Stock Purchase Warrant Certificate (incorporated by reference to Exhibit 4.03 to the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 1999, filed with the Securities and Exchange Commission on November 15, 1999). CUSIP No. 22406 P108 Page 6 of 7 Pages 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. /s/Richard L. Haydon Richard L. Haydon STRATEGIC RESTRUCTURING PARTNERSHIP L.P. By: Strategic Restructuring Advisers, L.P., General Partner By /s/Richard L. Haydon General Partner Date: March 20, 2000 CUSIP No. 22406 P108 Page 7 of 7 Pages EXHIBIT A AGREEMENT OF RICHARD L. HAYDON AND STRATEGIC RESTRUCTURING PARTNERSHIP L.P. PURSUANT TO RULE 13D-1(F) _________________________ The undersigned hereby agree that the Statement on Schedule 13D to which this Agreement is annexed as Exhibit A is filed on behalf of each of them in accordance with the provisions of Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended. /s/ Richard L. Haydon Richard L. Haydon STRATEGIC RESTRUCTURING PARTNERSHIP L.P. By: Strategic Restructuring Advisers, L.P., General Partner By /s/Richard L. Haydon General Partner Date: March 20, 2000 -----END PRIVACY-ENHANCED MESSAGE-----