-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Ni35XFEmF9qhiiORYX/J5MKrCb5GggoGQerS6AKPllLhsNTUtQmXPwYG6PvWYW6y aYDv+eCtWvNpVapK15yYjA== 0000898822-94-000106.txt : 19941207 0000898822-94-000106.hdr.sgml : 19941207 ACCESSION NUMBER: 0000898822-94-000106 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19941206 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KOLL REAL ESTATE GROUP INC CENTRAL INDEX KEY: 0000840216 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 020426634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39991 FILM NUMBER: 94563538 BUSINESS ADDRESS: STREET 1: 4343 VON KARMAN AVENUE CITY: NEWPORT BEACH STATE: CA ZIP: 92660- BUSINESS PHONE: 7148333030 MAIL ADDRESS: STREET 1: 4343 VON KARMAN AVENUE CITY: NEWPORT BEACH STATE: CA ZIP: 92660- FORMER COMPANY: FORMER CONFORMED NAME: BOLSA CHICA CO/ DATE OF NAME CHANGE: 19921229 FORMER COMPANY: FORMER CONFORMED NAME: HENLEY GROUP INC/DE/ DATE OF NAME CHANGE: 19910415 FORMER COMPANY: FORMER CONFORMED NAME: HENLEY NEWCO INC DATE OF NAME CHANGE: 19900109 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MENTOR PARTNERS LP CENTRAL INDEX KEY: 0000904197 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 061260469 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 499 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129357640 MAIL ADDRESS: STREET 1: 499 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 KOLL REAL ESTATE GROUP, INC. (Name of Issuer) Class A Common Stock, par value $.05 per share (Title of Class of Securities) 500434105 (CUSIP Number) Daniel R. Tisch Mentor Partners, L.P. 499 Park Avenue New York, New York 10022 (212) 935-7640 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 2, 1994 (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 the statement / /. (A fee is not required only if the report- ing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) CUSIP No. 500434105 (1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Mentor Partners, L.P. 06-126-0469 (2) Check the Appropriate Row if a Member of a Group (a) (b) X (3) SEC Use Only (4) Sources of Funds WC (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) (6) Citizenship or Place of Organization Delaware (7) Sole Voting Power 4,380,000 shares Number of Shares Beneficially (8) Shared Voting Power Owned by Each (9) Sole Dispositive Power Reporting 4,380,000 shares Person With (10) Shared Dispositive Power (11) Aggregate Amount Beneficially Owned by Each Reporting Person 4,380,000 shares (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (13) Percent of Class Represented by Amount in Row (11) Approximately 8.9% (14) Type of Reporting Person PN -2- This Statement amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the "Commission") on June 13, 1994 (the "Schedule 13D"), by Mentor Partners, L.P., a Delaware limited partnership (the "Partnership"), relating to the Class A Common Stock, par value $.05 per share (the "Shares"), of Koll Real Estate Group Inc., a Delaware corporation (the "Company"). Capitalized terms used and not defined herein shall have the meanings assigned such terms in the Schedule 13D. Item 5. Interest in Securities of the Issuer. The information set forth in Item 5 ("Interest in Securities of the Issuer") of the Schedule 13D is hereby amended and supplemented by adding the following information to the respective paragraphs thereof. (a) As of the close of business on December 2, 1994, the Partnership beneficially owns an aggregate of 4,380,000 Shares, including 530,000 Shares owned directly by the Partnership and 3,850,000 shares of Preferred Stock owned directly by the Partnership which became convertible into Shares on July 16, 1994. The Shares and Preferred Stock beneficially owned by the Partnership are approximately 8.9% of the Shares outstanding on November 11, 1994, including for purposes of this calculation 45,319,703 Shares outstanding as -3- reported in the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1994 filed with the Commis- sion and dated November 14, 1994, and, pursuant to Securities and Exchange Commission Rule 13d-3(d)(1)(i), 17 C.F.R. 240.13d-3(d)(1)(i), the Preferred Stock owned by the Partnership. (c) Transactions in the Shares and the Preferred Stock in the past 60 days by the Partnership are set forth on Schedule A attached hereto and hereby incorporated herein by reference. Except for such transactions, no other transactions in the Shares or the Preferred Stock have been effected during the past sixty days by the Partnership or, to its best knowledge, any Control Person. -4- 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: December 6, 1994 MENTOR PARTNERS, L.P. By: /s/ Daniel R. Tisch Daniel R. Tisch Authorized Signature -5- SCHEDULE A*
Transaction Price per Date Security Purchase/Sale No. Shares Share** 11/14/94 Pfrd Stock Sale 10,000 $0.50 11/14/94 Common Stock Sale 30,000 0.50 11/18/94 Pfrd Stock Sale 50,000 0.50 12/2/94 Pfrd Stock Sale 250,000 0.5188 12/2/194 Pfrd Stock Sale 100,000 0.5625 12/2/94 Common Stock Sale 190,000 0.5329
____________ * All transactions were effected over the National Association of Securities Dealer Automated Quotation System. ** Exclusive of commissions, if any. -----END PRIVACY-ENHANCED MESSAGE-----