-----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, Q73xzWFwEKsmfCfRxGLU/6ESkXrnjfyI+Sv2ACr45Bz5aQWX3L8rtMb6cUHKCC8i RzmsUjzGtuynFTolX0P0nw== 0000935836-99-000177.txt : 19990512 0000935836-99-000177.hdr.sgml : 19990512 ACCESSION NUMBER: 0000935836-99-000177 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990511 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEW CENTURY FINANCIAL CORP CENTRAL INDEX KEY: 0001036075 STANDARD INDUSTRIAL CLASSIFICATION: MORTGAGE BANKERS & LOAN CORRESPONDENTS [6162] IRS NUMBER: 330683629 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-53469 FILM NUMBER: 99617153 BUSINESS ADDRESS: STREET 1: 18400 VON KARMAN STREET 2: SUITE 1000 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 7148637243 MAIL ADDRESS: STREET 1: 18400 VON KARMAN STREET 2: SUITE 1000 CITY: IRWINE STATE: CA ZIP: 92612 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BROOKHAVEN CAPITAL MANAGEMENT CO LTD CENTRAL INDEX KEY: 0000932704 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 3000 SANDHILL RD STREET 2: BLDG 3 SUITE 105 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 4158545544 MAIL ADDRESS: STREET 1: 3000 SANDHILL ROAD SUITE 105 STREET 2: BLDG 3 CITY: MELO PARK STATE: CA ZIP: 94025 SC 13G/A 1 OMB APPROVAL OMB Number:3235-0145 Expires: August 31, 1999 Estimated average burden hours per form 14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) New Century Financial Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 64352D101 (CUSIP Number) March 24, 1999 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: /___/ Rule 13d-1(b) /_X_/ Rule 13d-1(c) /___/ Rule 13d-1(d) * 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). Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1745 (3-98) Page 1 of 9 CUSIP No. 64352D101 - ---------------------------------------------------------------- 1 NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Brookhaven Capital Management, LLC - ---------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)/X / (b)/ / - ---------------------------------------------------------------- 3 SEC USE ONLY - ---------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION California - ---------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY --------------------------------------- OWNED BY 6 SHARED VOTING POWER EACH 1,627,700 REPORTING --------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH 0 --------------------------------------- 8 SHARED DISPOSITIVE POWER 1,627,700 - ---------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,627,700 - ---------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) - ---------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 11.2% - ---------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) IA, OO - ---------------------------------------------------------------- Page 2 of 9 CUSIP No. 64352D101 - ---------------------------------------------------------------- 1 NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Vincent A. Carrino - ---------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)/X / (b)/ / - ---------------------------------------------------------------- 3 SEC USE ONLY - ---------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - ---------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES 11,900 BENEFICIALLY --------------------------------------- OWNED BY 6 SHARED VOTING POWER EACH 1,627,700 REPORTING --------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH 11,900 --------------------------------------- 8 SHARED DISPOSITIVE POWER 1,627,700 - ---------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,639,600 - ---------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) - ---------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 11.3% - ---------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) IN - ---------------------------------------------------------------- Page 3 of 9 CUSIP No. 64352D101 - ---------------------------------------------------------------- 1 NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Watershed Partners, L.P. - ---------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)/X / (b)/ / - ---------------------------------------------------------------- 3 SEC USE ONLY - ---------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ---------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY --------------------------------------- OWNED BY 6 SHARED VOTING POWER EACH 754,600 REPORTING --------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH 0 --------------------------------------- 8 SHARED DISPOSITIVE POWER 754,600 - ---------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 754,600 - ---------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) - ---------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.2% - ---------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) PN - ---------------------------------------------------------------- Page 4 of 9 CUSIP No. 64352D101 13G ITEM 1. (a) The name of the issuer is New Century Financial Corp. ("NCEN"). (b) The principal executive office of NCEN is located at 18400 Von Karman, Suite 1000, Irvine, CA 92612. ITEM 2. (a) The names of the persons filing this statement are Brookhaven Capital Management, LLC, a California limited liability company ("LLC"); Vincent A. Carrino ("Carrino"); and Watershed Partners, L.P., a Delaware limited partnership ("WP") (collectively, the "Filers"). (b) The principal business office of LLC, Carrino and WP is located at 3000 Sandhill Road, Building 3, Suite 105, Menlo Park, CA 94025. (c) Carrino is a United States citizen. See response to Item 2(a). (d) This statement relates to shares of Common Stock of NCEN (the "Stock"). (e) The CUSIP number of the Stock is 64352D101. Page 5 of 9 CUSIP No. 64352D101 13G ITEM 3. If this statement is filed pursuant to rule 240.13d- 1(b), or 240.13d-2(b) or (c), check whether the person filing is a: (a) ___ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) ___ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) ___ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) ___ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) ___ An investment adviser in accordance with 240.13d- 1(b)(1)(ii)(E). (f) ___ An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). (g) ___ A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G) (h) ___ A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (i) ___ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). (j) ___ Group, in accordance with section 240.13d- 1(b)(1)(ii)(J) Page 6 of 9 CUSIP No. 64352D101 13G ITEM 4. OWNERSHIP. The beneficial ownership of the Stock of the persons named in Item 2 of this statement is as follows at the date hereof: See items 5-9 and 11 on the cover page for each Filer. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following /___/. ITEM. 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON LLC, a registered investment adviser, is a general partner of limited partnerships pursuant to limited partnership agreements providing to LLC the authority, among other things, to invest the funds of the partnerships in Stock, to vote and dispose of Stock and to file this statement on behalf of the partnerships. Pursuant to such limited partnership agreements, LLC is entitled to allocations based on assets under management and realized and unrealized gains. LLC is the investment adviser to WP, an investment limited partnership. Pursuant to investment management agreements, LLC is authorized, among other things, to invest funds of its various investment advisory clients, and to vote and dispose of those securities. Such investment management agreements may be terminated by either party on notice as provided in such agreements and provide for fees payable to LLC based on assets under management and realized and unrealized gains. No single client of LLC, other than WP, holds more than 5% of the outstanding Stock. Carrino is authorized by various individuals and entities to invest funds of those individuals and entities and to vote and dispose of securities acquired with such funds, including the Stock. Carrino does not receive any fees for such activities. None of such individuals and entities holds more than 5% of the outstanding Stock. Page 7 of 9 CUSIP No. 64352D101 13G ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY Not applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP See Exhibit A. ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not applicable. ITEM 10. CERTIFICATION By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURES 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: May 11, 1999 BROOKHAVEN CAPITAL MANAGEMENT, LLC By: /s/ Vincent A. Carrino /s/ Vincent A. Carrino Vincent A. Carrino Vincent A. Carrino Manager WATERSHED PARTNERS, L.P. By: BROOKHAVEN CAPITAL MANAGEMENT, LLC General Partner By: /s/ Vincent A. Carrino Vincent A. Carrino Manager Page 8 of 9 SCHEDULE 13G CUSIP No. 64352D101 EXHIBIT A AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G The undersigned agree to file jointly with the Securities and Exchange Commission (the "SEC") any and all statements on Schedule 13D or Schedule 13G (and any amendments or supplements thereto) required under section 13(d) of the Securities Exchange Act of 1934, as amended, in connection with purchases by the undersigned of securities of New Century Financial Corp. For that purpose, the undersigned hereby constitute and appoint Brookhaven Capital Management, LLC, a California limited liability company, as their true and lawful agent and attorney- in-fact, with full power and authority for and on behalf of the undersigned to prepare or cause to be prepared, sign, file with the SEC and furnish to any other person all certificates, instruments, agreements and documents necessary to comply with section 13(d) and section 16(a) of the Securities Exchange Act of 1934, as amended, in connection with said purchases, and to do and perform every act necessary and proper to be done incident to the exercise of the foregoing power, as fully as the undersigned might or could do if personally present. DATED: May 11, 1999. BROOKHAVEN CAPITAL MANAGEMENT, LLC /s/ Vincent A. Carrino /s/ Vincent A. Carrino By: _______________________ ________________________ Vincent A. Carrino Vincent A. Carrino Manager WATERSHED PARTNERS, L.P. By: BROOKHAVEN CAPITAL MANAGEMENT, LLC General Partner By: /s/ Vincent A. Carrino Vincent A. Carrino Manager Page 9 of 9 CSR\4193\016\1044552.01 -----END PRIVACY-ENHANCED MESSAGE-----