-----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, Ffk3zRh1CWxnOf8WuRg/5vwS9QMKixiSv+e1vHP1E5dQFBdmJ0fSxCo2lqRBOpQU p0psNSdIm1u6fikW4oJFbQ== 0000895345-97-000041.txt : 19970221 0000895345-97-000041.hdr.sgml : 19970221 ACCESSION NUMBER: 0000895345-97-000041 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970211 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GULFSTREAM AEROSPACE CORP CENTRAL INDEX KEY: 0000715355 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT [3721] IRS NUMBER: 133554834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-48893 FILM NUMBER: 97523757 BUSINESS ADDRESS: STREET 1: P O BOX 2206 STREET 2: 500 GULFSTREAM RD - TRAVIS FIELD CITY: SAVANNAH STATE: GA ZIP: 31402-2206 BUSINESS PHONE: 9129643000 MAIL ADDRESS: STREET 1: 500 GULFSTREAM RD STREET 2: TRAVIS FIELD CITY: SAVANNAH STATE: GA ZIP: 31402-2206 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GULFSTREAM PARTNERS II LP CENTRAL INDEX KEY: 0001032592 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O FORSTMANN LITTLE & CO STREET 2: 767 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10153 MAIL ADDRESS: STREET 1: C/O FORSTMANN LITTLE & CO STREET 2: 767 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10153 SC 13G 1 OMB APPROVAL OMB Number: 3235-0145 Expires: October 31, 1997 Estimated average burden hours per response....14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* -------- Gulfstream Aerospace Corporation ---------------------------------------------------------- (Name of Issuer) Common Stock, par value $ .01 ---------------------------------------------------------- (Title Class of Securities) 40273410 ---------------------------------------------------------- (CUSIP Number) * 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 in 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). CUSIP No. 40273410 13G Page 2 of 12 Pages ---------------- ----- ------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Forstmann Little & Co. Subordinated Debt and Equity Management Buyout Partnership-IV 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION New York NUMBER OF 5 SOLE VOTING POWER SHARES 19,467,013 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY None EACH 7 SOLE DISPOSITIVE POWER REPORTING 19,467,013 PERSON 8 SHARED DISPOSITIVE POWER WITH None 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 19,467,013 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 26.3% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 40273410 13G Page 3 of 12 Pages ---------------- ----- ------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Gulfstream Partners 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION New York NUMBER OF 5 SOLE VOTING POWER SHARES 5,071,259 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY None EACH 7 SOLE DISPOSITIVE POWER REPORTING 5,071,259 PERSON 8 SHARED DISPOSITIVE POWER WITH None 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,071,259 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.9% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 40273410 13G Page 4 of 12 Pages ---------------- ----- ------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Gulfstream Partners II, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION New York NUMBER OF 5 SOLE VOTING POWER SHARES 6,853,399 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY None EACH 7 SOLE DISPOSITIVE POWER REPORTING 6,853,399 PERSON 8 SHARED DISPOSITIVE POWER WITH None 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,853,399 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.3% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! SEC 1745 (2-95) Item 1(a). Name of Issuer Gulfstream Aerospace Corporation Item 1(b). Address of Issuer's Principal Executive Offices P.O. Box 2206 500 Gulfstream Road Savannah, Georgia 31402-2206 Item 2(a). Name of Persons Filing This statement is filed by (i) Forstmann Little & Co. Subordinated Debt and Equity Management Buyout Partnership-IV ("MBO-IV"), (ii) Gulfstream Partners and (iii) Gulfstream Partners II, L.P. Item 2(b). Address of Principal Business Office is, if none, Residence The address of the principal business office of each Reporting Person is: c/o Forstmann Little & Co. 767 Fifth Avenue New York, New York 10153 Item 2(c). Citizenship MBO-IV, Gulfstream Partners and Gulfstream Partners II, L.P. are each New York limited partnerships Item 2(d). Title of Class of Securities The Securities to which this statement relates are shares of Common Stock, par value $ .01 per share, of the Issuer ("Common Stock"). Item 2(e). CUSIP Number The CUSIP Number for the Common Stock is 40273410. Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 3d-2(b), check whether the person filing is a: None of the options apply. This Schedule 13G is being filed pursuant to Rule 13d-1(c). Item 4. Ownership (1) MBO-IV: (a) Amount Beneficially Owned MBO-IV, a New York limited partnership, directly owns 19,467,013 shares of Common Stock. FLC Partnership, L.P., a New York limited partnership having its principal business office at the address set forth in response to Item 2(b) of this statement, is the general partner of MBO-IV and, accordingly, may be deemed to share beneficial ownership of these shares of Common Stock, but specifically disclaims any such beneficial ownership pursuant to Rule 13d-4. Theodore J. Forstmann, Nicholas C. Forstmann, Steven B. Klinsky, Sandra J. Horbach, Winston W. Hutchins and Thomas H. Lister, each a United States citizen with his or her principal place of business at the address set forth in response to Item 2(b) of this statement, are the general partners of FLC Partnership, L.P. and (other than Ms. Horbach and Mr. Lister, who do not have any voting or investment power with respect to, or any economic interest in the shares of Common Stock owned by MBO-IV) may be deemed to share beneficial ownership of these shares of Common Stock. All the general partners of FLC Partnership, L.P. specifically disclaim any such beneficial ownership pursuant to Rule 13d-4. (b) Percent of Class The Shares of Common Stock owned by MBO-IV represent approximately 26.3% of the outstanding Common Stock. (c) Number of Shares as to which such person has: (i) sole power to vote or to direct the vote -- 19,467,013. (ii) shared power to vote or to direct the vote -- None. (iii) sole power to dispose or to direct the disposition of -- 19,467,013. (iv) shared power to dispose or to direct the disposition of -- None. (2) Gulfstream Partners: (a) Amount Beneficially Owned Gulfstream Partners, a New York limited partnership, directly owns 5,071,259 shares of Common Stock. FLC XXI Partnership, a New York general partnership having its principal business office at the address set forth in response to Item 2(b) of this statement, is the general partner of Gulfstream Partners and, accordingly, may be deemed to share beneficial ownership of these shares of Common Stock, but specifically disclaims any such beneficial ownership pursuant to Rule 13d-4. Wm. Brian Little, Nicholas C. Forstmann, Steven B. Klinsky, Winston W. Hutchins, John A. Sprague, Wm. Brian Little IRA, Winston W. Hutchins IRA, John A. Sprague IRA and TJ/JA L.P., a Delaware limited partnership, are the general partners of FLC XXI Partnership and may be deemed to share beneficial ownership of these shares of Common Stock, but specifically disclaim any such beneficial ownership pursuant to Rule 13d-4. Wm. Brian Little, Nicholas C. Forstmann, Steven D. Klinsky, Winston W. Hutchins, John A. Sprague, is each a United States citizen with his or her principal place of business at the address set forth in response to Item 2(b) of this statement. Wm. Brian Little is the sole owner of Wm. Brian Little IRA, his individual retirement account. Winston W. Hutchins is the sole owner of Winston W. Hutchins IRA, his individual retirement account. John A. Sprague is the sole owner of John A. Sprague IRA, his individual retirement account. The general partner of TJ/JA L.P. is Theodore J. Forstmann. (b) Percent of Class The shares of Common Stock owned by Gulfstream Partners represents approximately 6.9% of the outstanding Common Stock. (c) Number of Shares as to which such person has: (i) sole power to vote or to direct the vote -- 5,071,259. (ii) shared power to vote or to direct the vote -- None. (iii) sole power to dispose or to direct the disposition of -- 5,071,259. (iv) shared power to dispose or to direct the disposition of -- None. (3) Gulfstream Partners II, L.P.: (a) Amount Beneficially Owned Gulfstream Partners II, L.P., a New York limited partnership, directly owns 6,853,399 shares of Common Stock. FLC XXIV Partnership, a New York general partnership having its principal business office at the address set forth in response to Item 2(b) of this statement, is the general partner of Gulfstream Partners II, L.P. and, accordingly, may be deemed to share beneficial ownership of these shares of Common Stock, but specifically disclaims any such beneficial ownership pursuant to Rule 13d-4. Theodore J. Forstmann, Nicholas C. Forstmann, Wm. Brian Little, John A. Sprague, Steven B. Klinsky, Sandra J. Horbach and Winston W. Hutchins, each a United States citizen with his or her principal place of business at the address set forth in response to Item 2(b) of this statement, are the general partners of FLC XXIV Partnership and may be deemed to share beneficial ownership of these shares of Common Stock, but specifically disclaim any such beneficial ownership pursuant to Rule 13d-4. (b) Percent of Class The shares of Common Stock owned by Gulfstream Partners II, L.P. represent approximately 9.3% of the outstanding Common Stock. (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote -- 6,853,399. (ii) shared power to vote or to direct the vote -- None. (iii) sole power to dispose or to direct the disposition of -- 6,853,399. (iv) shared power to dispose or to direct the disposition of -- None. Item 5. Ownership of Five Percent or Less of a Class Not Applicable. Item 6. Ownership of more than Five Percent on Behalf of Another Person Not Applicable. Item 7. Identification and Classification of the Subsidiary which Acquired the Security being Reported on by the Parent Holding Company Not Applicable. Item 8. Identification and Classification of Members of the Group Not Applicable. Item 9. Notice of Dissolution of Group Not Applicable. Item 10. Certification Not Applicable. 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: February 11, 1997 Forstmann Little & Co. Subordinated Debt and Equity Management Buyout Partnership-IV By: FLC Partnership, L.P. General Partner By: /s/ Winston W. Hutchins -------------------------------- Winston W. Hutchins General Partner Dated: February 11, 1997 Gulfstream Partners By: FLC XXI Partnership, L.P. General Partner By: /s/ Winston W. Hutchins -------------------------------- Winston W. Hutchins General Partner Dated: February 11, 1997 Gulfstream Partners II, L.P. By: FLC XXIV Partnership, General Partner By: /s/ Winston W. Hutchins -------------------------------- Winston W. Hutchins General Partner -----END PRIVACY-ENHANCED MESSAGE-----