-----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, W0y1DmIzF4h0iNVII7E52DUQsS/cDR2g/LU6sD3gLvd9ookBNdTGKfWEQtifRXWa ejI/81ByurTQtpY9kYqwaQ== 0000069422-96-000004.txt : 19960314 0000069422-96-000004.hdr.sgml : 19960314 ACCESSION NUMBER: 0000069422-96-000004 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960313 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTERGROUP CORP CENTRAL INDEX KEY: 0000069422 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF APARTMENT BUILDINGS [6513] IRS NUMBER: 133293645 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-32518 FILM NUMBER: 96534130 BUSINESS ADDRESS: STREET 1: 2121 AVE OF THE STARS STREET 2: STE 2020 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 3105561999 MAIL ADDRESS: STREET 1: 2121 AVE OF THE STARS SUITE 2020 CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER COMPANY: FORMER CONFORMED NAME: MUTUAL REAL ESTATE INVESTMENT TRUST DATE OF NAME CHANGE: 19860408 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INTERGROUP CORP CENTRAL INDEX KEY: 0000069422 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF APARTMENT BUILDINGS [6513] IRS NUMBER: 133293645 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2121 AVE OF THE STARS STREET 2: STE 2020 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 3105561999 MAIL ADDRESS: STREET 1: 2121 AVE OF THE STARS SUITE 2020 CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER COMPANY: FORMER CONFORMED NAME: MUTUAL REAL ESTATE INVESTMENT TRUST DATE OF NAME CHANGE: 19860408 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSIONS Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) SANTA FE FINANCIAL CORPORATION Name of Issuer Common Stock, Par Value $0.10 Per Share Title of Class of Securities 802014-10-0 CUSIP Number Mr. Howard A. Jaffe Chief Operating Officer The InterGroup Corporation 2121 Avenue of the Stars, Suite 2020 Los Angeles, California 90067 (310) 556-1999 _________________________________________ Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications March 11, 1995 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. [ ] - -1- of -5- CUSIP No. 802014-10-0 1. Name of Reporting Person Tax Identification Number The Intergroup Corporation 13-3293645 2. Check the Appropriate Box if a Member of a Group a. b. 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required pursuant to Items 2(d) or 2 ______ 6. Citizenship or Place of Organization Delaware Number of 7. Sole Voting Power Shares 211,450 Beneficially __________________________________________________ Owned by 8. Shared Voting Power Each Reporting __________________________________________________ Person 9. Sole Dispositive Power With 211,450 __________________________________________________ 10. Shared Dispositive Power 11. Aggregate Amount Beneficially Owned By Each Reporting Person 211,450 Shares of Common Stock 12. Check if the Aggregate Amount in Row 11 Excludes Certain Shares _________ 13. Percent of Class Represented by Amount in Row 11 33.1% 14. Type of Reporting Person CO AMENDMENT NO. 6 TO SCHEDULE 13D OF THE INTERGROUP CORPORATION REGARDING OWNERSHIP OF COMMON STOCK OF SANTA FE FINANCIAL CORPORATION This Amendment No. 6 to Schedule 13D is being filed by The Intergroup Corporation ("Intergroup") to update information previously furnished. This Amendment reflects the exercise by Intergroup of 90,000 warrants (the "Warrants"), each Warrant representing the right to purchase one share of Santa Fe Financial Corporation's (the "Company") common stock, par value $0.10 per share, (the "Common Stock") in accordance with the Securities Purchase Agreement dated December 20, 1994 with the Company. The following Items of this Schedule 13D are amended. Item 3. Source and Amount of Funds or Other Consideration. Intergroup used working capital as its source of funds to exercise the Warrants. Item 5. Interest in Securities of the Issuer. (a) Intergroup, as of March 11, 1996, beneficially owns, for purposes of Section 13(d) of the Exchange Act, 211,450 shares of the Common Stock. The shares represent 33.1% of the outstanding Common Stock. The percentages were determined based on the Company's representation that there were 548,019 shares of Common Stock outstanding prior to the exercise of the Warrants. (b) Intergroup has sole voting and disposition power with respect to the shares and warrants described in Item 5(a). Mr. John V. Winfield is Chairman and President of Intergroup. (c) Information with respect to transactions effected in the Common Stock during the past sixty (60) days by Intergroup is set forth in Appendix A hereto. (d) No person other than Intergroup, with respect to its shares, or Mr. Winfield, with respect to his shares, has the right to receive or the power to direct the receipt of dividends from, and the proceeds from the sale of, the shares beneficially owned by each. (e) Inapplicable. 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: March 11, 1996 THE INTERGROUP CORPORATION By: /s/Howard A. Jaffe Howard A. Jaffe Corporate Secretary SCHEDULE A The following table sets forth the trade date for each purchase of Common Stock by Intergroup, the number of shares of Common Stock purchased in each such transaction and the price per share in each such transaction effected in the past sixty (60) days. No shares were sold during the period. All the shares of Common Stock were purchased in ordinary brokerage transactions effected in the over-the-counter market other than the exercise of the Warrants. Trade Date No. of Common Shares Price Per Purchased Share January 31, 1996 1,700 $20.94 February 14, 1996 1,500 $20.88 February 15, 1996 1,000 $21.13 March 4, 1996 2,800 $24.09 March 11, 1996(1) 90,000 $27.00 (1) Exercise of Warrants. -----END PRIVACY-ENHANCED MESSAGE-----