-----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, S0GL0Vkfrajq/Vz7SH9VlSChg2f+cMg87m/STfwMi7tbackkEH8HuvY1tCkt68th o6+78ApPKUVGhowPiUcdvQ== 0000889812-98-000760.txt : 19980331 0000889812-98-000760.hdr.sgml : 19980331 ACCESSION NUMBER: 0000889812-98-000760 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980330 SROS: NASD GROUP MEMBERS: ALAN PATRICOF GROUP MEMBERS: APA PARTNERS GROUP MEMBERS: PATRICOF & CO VENTURES INC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RESOURCE BANCSHARES MORTGAGE GROUP INC CENTRAL INDEX KEY: 0000893817 STANDARD INDUSTRIAL CLASSIFICATION: MORTGAGE BANKERS & LOAN CORRESPONDENTS [6162] IRS NUMBER: 570962375 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-46645 FILM NUMBER: 98577475 BUSINESS ADDRESS: STREET 1: 7909 PARKLANE ROAD SUITE 150 CITY: COLUMBIA STATE: SC ZIP: 29223 BUSINESS PHONE: 8037413000 MAIL ADDRESS: STREET 1: 7909 PARKLANE RD SUITE 150 STREET 2: 7909 PARKLANE RD SUITE 150 CITY: COLUMBI STATE: SC ZIP: 29223 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PATRICOF & CO VENTURES INC CENTRAL INDEX KEY: 0000938219 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 132647531 STATE OF INCORPORATION: NY FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 445 PARK AVENUE STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127536300 MAIL ADDRESS: STREET 1: 445 PARK AVENUE STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D/A 1 AMENDMENT NO. 1 BENEFICIAL OWNERSHIP STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Resource Bancshares Mortgage Group, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 761197102 (CUSIP Number) Alan Patricof Lawrence G. Goodman, Esq. Patricof & Co. Ventures, Inc. Shereff, Friedman, Hoffman & Goodman, LLP 445 Park Avenue 919 Third Avenue New York, New York 10022 New York, New York 10022 (212) 753-6300 (212) 758-9500 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 26, 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 statement because of Rule 13d-1(b) (3) or (4), check the following: / /. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 on 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). SCHEDULE 13D CUSIP No. 761197102 Page 2 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Patricof & Co. Ventures, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF 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 NUMBER OF 7 SOLE VOTING POWER SHARES BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 822,993 REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 10 SHARED DISPOSITIVE POWER 822,993 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 822,993 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / N/A 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.5% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. 2 of ___ SCHEDULE 13D CUSIP No. 761197102 Page 3 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON APA Partners 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF 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 NUMBER OF 7 SOLE VOTING POWER SHARES BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 658,395 REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 10 SHARED DISPOSITIVE POWER 658,395 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 658,395 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / N/A 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.8% 14 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. 2 of ___ SCHEDULE 13D CUSIP No. 761197102 Page 4 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Alan Patricof 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF, AF 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 NUMBER OF 7 SOLE VOTING POWER SHARES BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 822,993 REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 10 SHARED DISPOSITIVE POWER 822,993 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 822,993 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / N/A 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.5% 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. 2 of ___ Amendment No. 1 Schedule 13D Resource Bancshares Mortgage Group, Inc. This Amendment No. 1 to the Statement on Schedule 13D amends and supplements the Statement on Schedule 13D relating to the event date of December 31, 1997 filed by Patricof & Co. Ventures, Inc., Alan Patricof and APA Partners relating to the common stock (the "Common Stock") of Resource Bancshares Mortgage Group, Inc. (the "Company"), whose principal executive offices are located at 7909 Parklane Road, Suite 150, Columbia, S.C. 29223. Capitalized terms used herein and not defined herein shall have the meanings assigned thereto in the Schedule 13D. Item 5. Interest in Securities of Issuer. Item 5 is amended to read as follows: Except as specifically provided for herein, each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock beneficially owned by any of the other Reporting Persons. Patricof may be deemed to be the beneficial owner of 164,598 shares of Common Stock owned by Excelsior Jersey and 658,395 shares of Common Stock owned by Excelsior II, which shares represent approximately 0.7% and 2.8% of the issued and outstanding Common Stock. Patricof is the investment advisor to Excelsior Jersey and, as such, may be deemed to have shared voting and dispositive power with respect to 164,598 shares of Common Stock. Patricof is the manager of Excelsior II and, as such, may be deemed to have shared voting and dispositive power with the general partners of Excelsior II with respect to 658,395 shares of Common Stock. APA may be deemed to be the beneficial owner of 658,395 shares of Common Stock owned by Excelsior II, which shares represent approximately 2.8% of the issued and outstanding Common Stock. APA is the general partner of Excelsior II and, as such, may be deemed to have shared voting and dispositive power with Patricof (as described above) with respect to 658,395 shares of Common Stock. Alan Patricof may be deemed to be the beneficial owner of 164,598 shares of Common Stock owned by Excelsior Jersey and 658,395 shares of Common Stock owned by Excelsior II, which shares represent approximately 0.7%, and 2.8% of the issued and outstanding shares of Common Stock, respectively. As the Chairman of the Board of Patricof and a general partner of APA, Mr. Patricof may be deemed to have shared voting and dispositive power with respect to 822,993 shares of Common Stock owned by Excelsior Jersey and Excelsior II. 5 The percentage of beneficial ownership of the Reporting Persons is based on 23,353,284 outstanding shares of Common Stock of the Company on February 28, 1998 as reported to the Reporting Persons by an officer of the Company. The transactions in the Common Stock effected by the Reporting Persons during the past 60 days are set forth on Annex A hereto. All such transactions were effected in the open market. The Reporting Persons ceased to be the beneficial owners of five percent (5%) or greater of the outstanding Common Stock on February 2, 1998. 6 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 30, 1998 Patricof & Co. Ventures, Inc. By: /s/ Alan Patricof Name: Alan Patricof Title: Co-Chairman of the Board 7 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 30, 1998 By: /s/ Alan Patricof Alan Patricof 8 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 30, 1998 APA Partners By: /s/ Alan Patricof Name: Alan Patricof Title: General Partner 9 Annex A RESOURCE BANCSHARES MORTGAGE GROUP INC. (REMI) (NASDAQ) SALES: Shares Sold Shares Sold APA Excelsior Venture Capital Trade Date Price APA Excelsior II Holdings (Jersey) Limited ---------- ----- ---------------- ------------------------- 1/7/98 $16.6250 8,000 2,000 1/8/98 $16.7292 72,000 18,000 1/12/98 $16.8188 8,000 2,000 1/13/98 $17.2500 28,000 7,000 1/16/98 $17.2500 32,000 8,000 1/30/98 $15.6875 4,000 1,000 2/2/98 $16.2188 8,000 2,000 2/3/98 $16.0000 2,000 500 2/9/98 $16.2500 8,000 2,000 2/25/98 $16.1250 2,000 500 2/26/98 $16.1250 20,000 5,000 2/27/98 $16.1875 4,000 1,000 3/6/98 $16.0000 24,800 6,200 3/9/98 $16.0573 96,000 24,000 3/10/98 $16.0000 8,000 2,000 3/11/98 $16.0278 36,000 9,000 3/12/98 $16.1818 44,000 11,000 3/13/98 $16.7500 12,000 3,000 3/17/98 $16.0642 12,000 3,000 3/18/98 $16.3750 4,000 1,000 10 -----END PRIVACY-ENHANCED MESSAGE-----