-----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, CoysqsvkFp9pcUgRKjYuFO5L38Me/uM6p2qzMs2wFo6J3sSM18kvYPquVPnhbtaQ Lvm46vhAqJwr9aYp4jWDzQ== 0000904853-01-500008.txt : 20010430 0000904853-01-500008.hdr.sgml : 20010430 ACCESSION NUMBER: 0000904853-01-500008 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010427 GROUP MEMBERS: AMSTER HOWARD GROUP MEMBERS: AMSTER LIMITED PARTNERSHIP GROUP MEMBERS: AMSTER TRADING COMPANY GROUP MEMBERS: AMSTER TRADING COMPANY CRUT GROUP MEMBERS: GOULD TRADING COMPANY GROUP MEMBERS: HOWARD AMSTER/TAMRA GOULD CRUT GROUP MEMBERS: HOWARD M. AMSTER CRUT GROUP MEMBERS: PLEASANT LAKE APTS. CORP. GROUP MEMBERS: PLEASANT LAKE APTS. LTD. PTNRS GROUP MEMBERS: RAMAT SECURITIES LTD. GROUP MEMBERS: TAMRA F. GOULD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HORIZON GROUP PROPERTIES INC CENTRAL INDEX KEY: 0001060744 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 383407933 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-54243 FILM NUMBER: 1613020 BUSINESS ADDRESS: STREET 1: 77 WEST WACKER DR SUITE 4200 CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3129178870 MAIL ADDRESS: STREET 1: 77 WEST WACKER DR SUITE 3900 CITY: CHICAGO STATE: IL ZIP: 60601 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AMSTER HOWARD CENTRAL INDEX KEY: 0000904853 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 25812 FAIRMONT BLVD CITY: BEACHWOOD STATE: OH ZIP: 44122 BUSINESS PHONE: 2165951047 SC 13D/A 1 hgpi.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Horizon Group Properties, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 44041U102 (CUSIP Number) Howard Amster, 23811 Chagrin Blvd, Suite 200 Beachwood, OH 44122-5525 (216)595-1047 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 26, 2001 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report this 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 / /. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for the 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 to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. This 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) 1 Name of Reporting Person Howard Amster 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds PF 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting 53,639 Beneficially Owned By Each 8 Shared Voting 172,728 Reporting Person With 9 Sole Dispositive 53,639 10 Shared Dispositive 172,728 11 Aggregate Amount Beneficially Owned 191,449 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 6.67 % 14 Type of Reporting Person IN 1 Name of Reporting Person Howard M. Amster Charitable Remainder Unitrust 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds AF 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 12,700 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 12,700 11 Aggregate Amount Beneficially Owned 12,700 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .44 % 14 Type of Reporting Person OO 1 Name of Reporting Person Howard Amster & Tamra F. Gould Charitable Remainder Unitrust 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds AF 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 30,100 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 30,100 11 Aggregate Amount Beneficially Owned 30,100 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 1.049 % 14 Type of Reporting Person OO 1 Name of Reporting Person Amster Limited Partnership 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 574 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 574 11 Aggregate Amount Beneficially Owned 574 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .02 % 14 Type of Reporting Person PN 1 Name of Reporting Person Amster Trading Company 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 128,270 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 128,270 11 Aggregate Amount Beneficially Owned 107,143 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 3.732 % 14 Type of Reporting Person CO 1 Name of Reporting Person Amster Trading Company Charitable Remainder Unitrusts 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds AF 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 21,127 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 21,127 11 Aggregate Amount Beneficially Owned 21,127 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .74 % 14 Type of Reporting Person OO 1 Name of Reporting Person Tamra F. Gould 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds PF 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 58,640 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 58,640 11 Aggregate Amount Beneficially Owned 28,540 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .99 % 14 Type of Reporting Person IN 1 Name of Reporting Person Gould Trading Company 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 28,540 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 28,540 11 Aggregate Amount Beneficially Owned 28,540 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .99 % 14 Type of Reporting Person CO 1 Name of Reporting Person Pleasant Lake Apts Corp 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds WO 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 35 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 35 11 Aggregate Amount Beneficially Owned 35 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) .00% 14 Type of Reporting Person CO 1 Name of Reporting Person Pleasant Lakes Apts Limited Partnership 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 1,049 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 1,049 11 Aggregate Amount Beneficially Owned 1,049 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11 .04 % 14 Type of Reporting Person PN 1 Name of Reporting Person Ramat Securities Ltd 2 If a member group a) / / b) /X/ 3 SEC Use Only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings Is Required 6 Citizenship USA Number of Shares 7 Sole Voting 29,009 Beneficially Owned By Each 8 Shared Voting Reporting Person With 9 Sole Dispositive 29,009 10 Shared Dispositive 11 Aggregate Amount Beneficially Owned 29,009 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 1.011 % 14 Type of Reporting Person BD There are no changes to the Schedule 13D, Amendment 1 except as set forth in this 2nd amendment. Item 2 Identity and Background Howard Amster is a general partner of Amster Limited Partnership and as such can be deemed the beneficial owner of such entity and may be deemed to have shared voting and dispositive power over shares owned by Amster Limited Partnership. Amster Limited Partnership, 25812 Fairmount Blvd, Beachwood, OH 44122-2214 Investments d) Neither the partners of Amster Limited Partnership have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors if any) within the last five years. e) Neither the partners of Amster Limited Partnership have been a party to any civil proceedings of a judicial or administrative body of competent jurisdictions of the type described in Item 2 of Schedule 13D within the last five years. Howard Amster is a 100% owner of Amster Trading Company and as such can be deemed the beneficial owner of such entity and maybe deemed to have shared voting and dispositive power over shares owned by Amster Trading Company. Howard Amster is 100% owner of Pleasant Lake Apts Corp and as such can be deemed the beneficial owner of such entity and maybe deemed to have shared voting and dispositive power over shares owned by Pleasant Lake Apts Corp. Pleasant Lake Apts. Corp is the general partner of Pleasant Lake Apts. Limited Partnership. Pleasant Lake Apts. Limited Partnership, 7530 Lucerne Dr #101 Middleburg Heights, OH 44130 Investments d) Neither the officers, directors or partners of Pleasant Lake Apts. Limited Partnership have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Neither the officers, directors or partners of Pleasant Lake Apts. Limited Partnership have been a party to any civil proceedings of a judicial or administrative body or competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Howard Amster is an 83% owner of Ramat Securities Ltd. Howard Amster can be deemed to be a beneficial owner of any securities owned by Ramat Securities Ltd. a) Howard Amster c) Present principal occupation-Principal, Ramat Securities Ltd securities firm-23811 Chagrin Blvd #200, Beachwood, OH 44122-5525 Item 3 Source and Amount of Funds or Other Consideration Amster Limited Partnership purchased all Horizon Group Properties with partnership funds without borrowing. The total consideration for the purchases is $ 3,695.13. Amster Trading Company Charitable Remainder Unitrusts purchased all Horizon Group Properties with trust assets without borrowing. The total consideration for the purchase on this amendment is $ 38,490.75 bringing the Amster Trading Company Charitable Remainder Unitrusts total investment to $ 94,663.31. Pleasant Lakes Apts Limited Partnership purchased all Horizon Group Properties with partnership funds without borrowing. The total consideration for the purchases is $ 6,752.94. Item 4 Purpose of Transaction Howard Amster, Howard M. Amster Charitable Remainder Unitrust, Howard Amster & Tamra F. Gould Charitable Remainder Unitrust, Amster Limited Partnership, Amster Trading Company, Amster Trading Company Charitable Remainder Unitrusts, Gould Trading Company, Pleasant Lake Apts. Corp, Pleasant Lake Apts. Limited Partnership, Ramat Securities Ltd. acquired shares for investment. In order to actively participate in and have an impact on the future direction of the company, Mr. Amster has advised the company of his interest of being appointed to the board of directors and his desire that an additional independent person acceptable to the company be appointed to the board as well. Item 5 Interest in Securities of the Issuer (a)(b) The aggregate amount owned by the Reporting Persons is 283,916 shares or 9.891% of the outstanding shares. Howard Amster and in his Individual Retirement Acccounts owns 53,639 shares or 1.869% of the outstanding shares. Howard M Amster Charitable Remainder Unitrust owns 12,700 shares or .44% of the outstanding shares. Howard Amster and Tamra F. Gould Charitable Remainder Unitrust owns 30,100 shares or 1.049% of the outstanding shares. Amster Limited Partnership owns 574 shares or .02% of the outstanding shares. Amster Trading Company owns 107,143 shares or 3.732% of the outstanding shares. Amster Trading Company Charitable Remainder Unitrusts owns 21,127 shares or .74% of the outstanding shares. Gould Trading Company owns 28,540 shares or .99% of the outstanding shares. Pleasant Lake Apts Corp owns 35 shares or .00% of the outstanding shares. Pleasant Lake Apts Limited Partnership owns 1,049 shares or .04% of the outstanding shares. Ramat Securities Ltd owns 29,009 shares or 1.011% of the outstanding shares. c) Trades executed in the over-the-counter market as an open market transaction
Executing Identity Date Shares Price Broker Amster Ltd 6/19/98 574 Spinoff from 6.4375 Partnership Horizon Group Pleasant 6/19/98 1,049 Spinoff from 6.4375 Lake Apts Horizon Group Ltd Partnership Amster 8/24/00 12,500 BOUGHT 3.0625 Bear Stearns Trading Company Charitable Remainder Unitrust H. Amster/ 6/29/99 62 SOLD 3.312 Everen Securities Jeff Shaffer
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 4/27/01 Howard Amster Howard M. Amster Charitable Remainder Unitrust Howard Amster & Tamra F. Gould Charitable Remainder Unitrust Amster Limited Partnership Amster Trading Company Amster Trading Company Charitable Remainder Unitrusts Tamra F. Gould Gould Trading Company Pleasant Lake Apts Corp Pleasant Lake Apts Limited Partnership Ramat Securities Ltd -----END PRIVACY-ENHANCED MESSAGE-----