-----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, HXVfy2u7EXkV5no3grVNezwfBVldnI06w+jY7z/3K8kkdDaOPicQy2CaLUNtUy7Z AxmGrIMFHqjx2DEuQ8XO1A== 0001001746-97-000037.txt : 19970722 0001001746-97-000037.hdr.sgml : 19970722 ACCESSION NUMBER: 0001001746-97-000037 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970721 SROS: NYSE GROUP MEMBERS: ENERGY MANAGEMENT CORPORATION GROUP MEMBERS: PENGO SECURITIES CORP. GROUP MEMBERS: RANDALL D. SMITH GROUP MEMBERS: RDS GROUP HOLDINGS INC GROUP MEMBERS: RDS GROUP HOLDINGS, INC GROUP MEMBERS: SMITH MANAGEMENT COMPANY GROUP MEMBERS: WOODSTEAD ASSOCIATES, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SERVICO INC CENTRAL INDEX KEY: 0000089121 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 650350241 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44175 FILM NUMBER: 97643038 BUSINESS ADDRESS: STREET 1: 1601 BELVEDERE RD STE 501 S CITY: WEST PALM BEACH STATE: FL ZIP: 33406 BUSINESS PHONE: 5616899970 MAIL ADDRESS: STREET 1: 1601 BELVEDERE ROAD CITY: WEST PALM BEACH STATE: FL ZIP: 33406 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RDS GROUP HOLDINGS INC CENTRAL INDEX KEY: 0001016343 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 743133073 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 885 THIRD AVENUE 34TH FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2128885500 MAIL ADDRESS: STREET 1: 53 MAPLE AVENUE CITY: MORRISTOWN STATE: NJ ZIP: 07963-0398 SC 13D/A 1 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) SERVICO, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 817648108 (CUSIP Number) David A. Persing 885 Third Avenue New York, NY 10022 (212) 888-5500 (Name, Address and Telephone Number of Person Authorized to Receive Notices & Communications) July 10, 1997 (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. [ ] 2 SCHEDULE 13D CUSIP No. 817648108 1. NAME OF REPORTING PERSON Pengo Securities Corp. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Not furnished 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 ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York __________________ | 7. SOLE VOTING POWER 800,000 NUMBER OF | SHARES | BENEFICIALLY | 8. SHARED VOTING POWER -- OWNED BY | EACH | REPORTING | 9. SOLE DISPOSITIVE POWER 800,000 PERSON | WITH | __________________| 10. SHARED DISPOSITIVE POWER -- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 800,000 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* (See Instructions) [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.0% 14. TYPE OF REPORTING PERSON CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 3 SCHEDULE 13D CUSIP No. 817648108 1. NAME OF REPORTING PERSON Energy Management Corporation S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Not furnished 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 ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Colorado __________________ | 7. SOLE VOTING POWER 1,185,000 NUMBER OF | SHARES | BENEFICIALLY | 8. SHARED VOTING POWER -- OWNED BY | EACH | REPORTING | 9. SOLE DISPOSITIVE POWER 1,185,000 PERSON | WITH | __________________| 10. SHARED DISPOSITIVE POWER -- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,185,000 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* (See Instructions) [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.9% 14. TYPE OF REPORTING PERSON CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 4 SCHEDULE 13D CUSIP No. 817648108 1. NAME OF REPORTING PERSON Smith Management Company S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Not furnished 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS NA 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware __________________ | 7. SOLE VOTING POWER 1,185,000 NUMBER OF | SHARES | BENEFICIALLY | 8. SHARED VOTING POWER -- OWNED BY | EACH | REPORTING | 9. SOLE DISPOSITIVE POWER 1,185,000 PERSON | WITH | __________________| 10. SHARED DISPOSITIVE POWER -- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,185,000 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* (See Instructions) [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.9% 14. TYPE OF REPORTING PERSON CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 5 SCHEDULE 13D CUSIP No. 817648108 1. NAME OF REPORTING PERSON RDS Group Holdings, Inc. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Not furnished 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS NA 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey __________________ | 7. SOLE VOTING POWER 1,185,000 0 NUMBER OF | SHARES | BENEFICIALLY | 8. SHARED VOTING POWER -- OWNED BY | EACH | REPORTING | 9. SOLE DISPOSITIVE POWER 1,185,000 0 PERSON | WITH | __________________| 10. SHARED DISPOSITIVE POWER -- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,185,000 0 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* (See Instructions) [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.9% 14. TYPE OF REPORTING PERSON CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 6 SCHEDULE 13D CUSIP No. 817648108 1. NAME OF REPORTING PERSON Woodstead Associates, L.P. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Not furnished 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS NA 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Texas __________________ | 7. SOLE VOTING POWER 0 NUMBER OF | SHARES | BENEFICIALLY | 8. SHARED VOTING POWER -- OWNED BY | EACH | REPORTING | 9. SOLE DISPOSITIVE POWER 0 PERSON | WITH | __________________| 10. SHARED DISPOSITIVE POWER -- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* (See Instructions) [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% 14. TYPE OF REPORTING PERSON PN *SEE INSTRUCTIONS BEFORE FILLING OUT! 7 SCHEDULE 13D CUSIP No. 817648108 1. NAME OF REPORTING PERSON Randall D. Smith S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Not furnished 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS NA 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States __________________ | 7. SOLE VOTING POWER 1,185,000 NUMBER OF | SHARES | BENEFICIALLY | 8. SHARED VOTING POWER -- OWNED BY | EACH | REPORTING | 9. SOLE DISPOSITIVE POWER 1,185,000 PERSON | WITH | __________________| 10. SHARED DISPOSITIVE POWER -- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,185,000 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* (See Instructions) [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.9% 14. TYPE OF REPORTING PERSON IN *SEE INSTRUCTIONS BEFORE FILLING OUT! 8 AMENDMENT NO. 5 TO SCHEDULE 13D _______________________________ This is Amendment No. 5 ("Amendment No. 5") to Schedule 13D to the original Statement on Schedule 13D filed by Energy Management Corporation, a Colorado corporation ("EMC"), dated December 16, 1993 (the date of the event which required a filing being December 6, 1993), as amended by Amendment No. 1, dated April 14, 1994 (the date of the event which required a filing being April 13, 1994), Amendment No. 2 dated March 30, 1995 (the date of the event which required a filing being March 22, 1995), Amendment No. 3 dated October 16, 1995 (the date of the event which required a filing being September 28, 1995) and Amendment No. 4 dated April 29, 1996 (the date of the event which required a filing being April 24, 1996). The reporting persons are filing this Statement jointly, pursuant to the provisions of Rule 13d-1(f)(1) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as separate persons and not as members of a group. Item 4. Purpose of Transaction. Item 4 is amended to add the following: Pursuant to Section 14c of the EMC Standstill Agreement and Section 13c of the Pengo Standstill Agreement, the EMC Standstill Agreement and the Pengo Standstill Agreement have been terminated. Item 5. Interest in Securities of the Issuer Item 5 is amended and restated as follows: (a) The aggregate number of shares of common stock beneficially owned by Pengo is 800,000 shares, representing approximately 4% of the outstanding Common Stock. The aggregate number of shares of common stock beneficially owned by EMC is 1,185,000 shares, representing approximately 5.9% of the outstanding Common Stock. (b) Pengo has the power to vote and the power to dispose of the 800,000 Shares owned by it. EMC has the power to vote and the power to dispose of the 1,185,000 shares owned by it. Each of the SMC, RDS and Smith has the power to direct the vote and direct the disposition of the 1,185,000 shares owned by EMC. (c) There have been no transaction by any Reporting Person in the Issuer's securities within the last sixty (60) days except for the following sales by EMC: Date Number of Shares Price per Share _____ ________________ _______________ 07/02 100,000 14.59 07/08 90,000 14.41 07/10 100,000 14.86 07/11 105,100 14.75 07/11 2,000 14.66 07/14 38,000 14.88 (d) Not Applicable. (e) Not Applicable. 9 After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned certify that the information set forth in this statement is true, correct and complete. PENGO SECURITIES CORP. Dated: July 16, 1997 By: ________________________________ Name: Bruce M. Schnelwar Title: Senior Vice President ENERGY MANAGEMENT CORPORATION Dated: July 16, 1997 By: _______________________________ Name: David A. Persing Title: Senior Vice President SMITH MANAGEMENT COMPANY Dated: July 16, 1997 By: ______________________________ Name: David A. Persing Title: Senior Vice President RDS GROUP HOLDINGS, INC. Dated: July 16, 1997 By: ________________________________ Name: David A. Persing Title: Senior Vice President Dated: July 16, 1997 WOODSTEAD ASSOCIATES, L.P. Successor to Woodstead Associates II, L.P. By: ____________________________ Name: Kevin J. DeLuise Title: Vice President of General Partner Dated: July 16, 1997 ___________________________ Randall D. Smith -----END PRIVACY-ENHANCED MESSAGE-----