-----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, Wr2SIe14h2cyWWWW/8bgZjdIjBz7aE1dR4ZKI+Oghr4vuR4LhJzUYKT/yV4nzPpF V+XXiI0+EeDYNkE2ZFAyBA== 0000950136-00-000471.txt : 20000403 0000950136-00-000471.hdr.sgml : 20000403 ACCESSION NUMBER: 0000950136-00-000471 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000331 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FRANCE GROWTH FUND INC CENTRAL INDEX KEY: 0000860743 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 133560020 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-42274 FILM NUMBER: 590693 BUSINESS ADDRESS: STREET 1: 1285 AVENUE OF THE AMERICAS, 37TH FLOOR STREET 2: C/O MITCHELL HUTCHINS ASSET MANAGEMENT CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2127133589 MAIL ADDRESS: STREET 1: 1285 AVE OF THE AMERICAS STREET 2: 37TH FL CITY: NEW YORK STATE: NY ZIP: 10019 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BANKGESELLSCHAFT BERLIN AG CENTRAL INDEX KEY: 0001038872 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: ALEXANDERPLATZ 2 CITY: 10178 BERLIN GERMANY MAIL ADDRESS: STREET 1: ALEXANDERPLATZ 2 CITY: 10178 BERLIN GERMANY SC 13D/A 1 AMENDMENT TO SCHEDULE 13D Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) The France Growth Fund, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 35177K108 - -------------------------------------------------------------------------------- (CUSIP Number) Moritz A. Sell Bankgesellschaft Berlin AG Alexanderplatz 2 D-10178 Berlin Germany - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 31, 2000 - -------------------------------------------------------------------------------- (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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ] Page 1 of 5 Pages
- ---------------------- ------------------- CUSIP No.: 35177K108 13D Page 2 of 5 Pages - ---------------------- ------------------- - ------------------------------------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. ID NO. OF ABOVE PERSON Bankgesellschaft Berlin AG - ------------------------------------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] - ------------------------------------------------------------------------------------------ 3 SEC USE ONLY - ------------------------------------------------------------------------------------------ 4 SOURCE OF FUNDS WC - ------------------------------------------------------------------------------------------ 5 CHECK BOX IF DISCLOSURE OF LEGAL [ ] PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) - ------------------------------------------------------------------------------------------ 6 CITIZENSHIP OR PLACE OF ORGANIZATION Federal Republic of Germany - ------------------------------------------------------------------------------------------ NUMBER OF SOLE VOTING POWER 2,561,000 SHARES - ------------------------------------------------------------------------------------------ BENEFICIALLY SHARED VOTING POWER 0 OWNED - ------------------------------------------------------------------------------------------ BY EACH SOLE DISPOSITIVE POWER 2,561,000 REPORTING - ------------------------------------------------------------------------------------------ PERSON SHARED DISPOSITIVE POWER 0 WITH - ------------------------------------------------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,561,000 - ------------------------------------------------------------------------------------------ 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.76% - ------------------------------------------------------------------------------------------ 14 TYPE OF REPORTING PERSON BK - ------------------------------------------------------------------------------------------
Page 2 of 5 Pages This Amendment No. 7 amends and supplements Items 3, 4 and 5 of the Schedule 13D of Bankgesellschaft Berlin AG (the "Bank") with respect to the shares of Common Stock, par value $.01 per share (the "Common Stock"), of The France Growth Fund, Inc. (the "Fund"). ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The source of the funds used by the Bank to purchase the 2,561,000 shares of Common Stock listed in Item 5(a) was working capital. The amount of the funds used to purchase such shares aggregated approximately $34,755,726 (exclusive of commissions). ITEM 4. PURPOSE OF TRANSACTION As previously disclosed, in the fall of 1999, the Bank submitted a proposal that the Fund convert into an open-end fund, together with a supporting statement, pursuant to Rule 14a-8 under the Securities Exchange Act of 1934. The proposal and supporting statement were intended for inclusion in the proxy statement of the Fund relating to the annual meeting of shareholders scheduled for April 26, 2000 ("the Annual Meeting"). Another shareholder submitted a very similar proposal under Rule 14a-8 for inclusion in the Fund's proxy statement relating to the Annual Meeting. Since the proposals were very similar, the Soliciting Shareholder agreed with the Fund that its proposal would not be included in the Fund's proxy statement, but that its supporting statement would be included. Accordingly, the Soliciting Shareholder's supporting statement is included as Supporting Statement No. 2 under the third proposal included in the Fund's proxy statement. In the Bank's initial filing of its Schedule 13D, the Bank indicated that it might consider seeking representation of the Board of Directors of the Fund ("the Board"). The Bank believes that in order to enhance shareholder value it is imperative that the interests of the Board be aligned with the shareholders, and not with the management of the Fund or its investment advisor. Accordingly, the Bank has determined to solicit proxies of the shareholders of the Fund to vote in favor of two nominees of the Bank to the Board at the election scheduled to occur at the Annual Meeting and, in connection therewith, filed preliminary proxy materials with the Securities and Exchange Commission on March 29, 2000. Except as set forth herein and in the Schedule 13D and amendments thereto previously filed by the Bank, the Bank has not formulated any plans or proposals which relate to or would result in any of the transactions described in paragraphs (a) through (j) of Item 4 of Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) The financial statements included in the Fund's annual report for the period ended December 31, 1999 indicate that, as of December 31, 1999, there were 15,280,000 Page 3 of 5 Pages shares of Common Stock outstanding. The percentage set forth in this Item 5(a) was derived using such number. The Bank is the beneficial owner of 2,561,000 shares of Common Stock, which constitute approximately 16.76% of the outstanding shares of Common Stock. (b) The Bank has sole power to vote and to dispose of the shares of Common Stock owned by it. (c) Since the filing of Amendment No. 6 to its Schedule 13D with respect to the shares of Common Stock of the Fund, the Bank has effected the following purchases in the shares of Common Stock, all of which were made on the New York Stock Exchange: Date Number of Shares Purchased Price Per Share ---- -------------------------- --------------- February 14, 2000 39,600 $16.1250 February 23, 2000 22,900 16.1220 March 1, 2000 4,500 16.4375 March 2, 2000 8,000 16.8125 March 2, 2000 12,000 16.7708 March 3, 2000 5,000 17.2500 March 13, 2000 3,000 17.4375 March 14, 2000 6,000 17.0146 (d) No person other than the Bank has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock owned by the Bank. (e) It is inapplicable to state the date on which the Bank ceased to be the beneficial owner of more than five percent of the Common Stock. Page 4 of 5 Pages SIGNATURE After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Date: March 31, 2000 BANKGESELLSCHAFT BERLIN AG By: /s/ Gregory L. Mellville ----------------------------- Name: Gregory L. Melville Title: Assistant Director By: /s/ Moritz Sell ---------------------------- Name: Moritz Sell Title: Market Strategist Page 5 of 5 Pages -----END PRIVACY-ENHANCED MESSAGE-----