-----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, LnTJuZRkFzjrlpWkvbYteBYPEeSzoKSO9xM7XTYrgRlkiBkU09UPKZMERu+YyMuu bGw5Kc4KbPABMuY/FBZOYw== 0000950134-00-001141.txt : 20000215 0000950134-00-001141.hdr.sgml : 20000215 ACCESSION NUMBER: 0000950134-00-001141 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000214 GROUP MEMBERS: CHANEY R & PARTNERS IV LP GROUP MEMBERS: R CHANEY & PARTNERS III LP GROUP MEMBERS: R CHANEY & PARTNERS INC GROUP MEMBERS: R CHANEY INVESTMENTS INC GROUP MEMBERS: ROBERT H CHANEY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: OYO GEOSPACE CORP CENTRAL INDEX KEY: 0001001115 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 760447780 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-52075 FILM NUMBER: 539061 BUSINESS ADDRESS: STREET 1: 7334 N GESSNER RD CITY: HOUSTON STATE: TX ZIP: 77040 BUSINESS PHONE: 7139399700 MAIL ADDRESS: STREET 1: 9777 W GULF BANK ROAD SUITE 5 CITY: HOUSTON STATE: TX ZIP: 77040 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CHANEY R & PARTNERS IV LP CENTRAL INDEX KEY: 0001056932 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 760560506 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 909 FANNIN STREET 2: SUITE 1275 CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: 7137531315 MAIL ADDRESS: STREET 1: 909 FANNIN STREET 2: SUITE 1275 CITY: HOUSTON STATE: TX ZIP: 77010 SC 13G/A 1 AMENDMENT NO. 1 TO SCHEDULE 13G 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 240.13D-1(B), (C) and AMENDMENTS THERETO FILED PURSUANT TO 240.13D-2 (Amendment No. 1)* OYO GEOSPACE CORPORATION (Name of Issuer) Common Stock, $.01 par value per share (Title of Class of Securities) 671074-10-2 (CUSIP Number) December 31, 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 the disclosures provided in a prior cover page. The information required in 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). Page 1 of 11 Pages 2 SCHEDULE 13G CUSIP No. 671074-10-2 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON R. Chaney & Partners IV L.P.(1) 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 USA 5 SOLE VOTING POWER NUMBER OF 149,000 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 149,000 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 149,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.71%(2) 12 TYPE OF REPORTING PERSON (See Instructions) PN - ------------------ (1) R. Chaney & Partners IV L.P. and R. Chaney & Partners III L.P. are filing this Schedule 13G as members of a group. (2) Based on 5,501,359 shares of Common Stock outstanding as reported in the Issuer's 10-K for the year ended September 30, 1999. Page 2 of 11 Pages 3 SCHEDULE 13G CUSIP No. 671074-10-2 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON R. Chaney Investments, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION USA 5 SOLE VOTING POWER NUMBER OF 149,000 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 149,000 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 149,000 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.71%(1) 12 TYPE OF REPORTING PERSON (See Instructions) CO - ------------------------ (1) Based on 5,501,359 shares of Common Stock outstanding as reported in the Issuer's 10-K for the year ended September 30, 1999. Page 3 of 11 Pages 4 SCHEDULE 13G CUSIP No. 671074-10-2 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON R. Chaney & Partners III L.P.(1) 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 USA 5 SOLE VOTING POWER NUMBER OF 383,000 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 383,000 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.96%(2) 12 TYPE OF REPORTING PERSON (See Instructions) PN - ----------------------- (1) R. Chaney & Partners IV L.P. and R. Chaney & Partners III L.P. are filing this Schedule 13G as members of a group. (2) Based on 5,501,359 shares of Common Stock outstanding as reported in the Issuer's 10-K for the year ended September 30, 1999. Page 4 of 11 Pages 5 SCHEDULE 13G CUSIP No. 671074-10-2 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON R. Chaney & Partners, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION USA 5 SOLE VOTING POWER NUMBER OF 383,000 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 383,000 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 383,000 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.96%(1) 12 TYPE OF REPORTING PERSON (See Instructions) CO - ----------------------- (1) Based on 5,501,359 shares of Common Stock outstanding as reported in the Issuer's 10-K for the year ended September 30, 1999. Page 5 of 11 Pages 6 SCHEDULE 13G CUSIP No. 671074-10-2 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Robert H. Chaney 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION USA 5 SOLE VOTING POWER NUMBER OF 532,000 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 532,000 WITH 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 532,000 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.67%(1) 12 TYPE OF REPORTING PERSON (See Instructions) IN - -------------------------- (1) Based on 5,501,359 shares of Common Stock outstanding as reported in the Issuer's 10-K for the year ended September 30, 1999. Page 6 of 11 Pages 7 ITEM 1. (a) Name of issuer: OYO Geospace Corporation (b) Address of issuer's principal executive offices: 12750 South Kirkwood, Suite 200 Stafford, Texas 77477
ITEM 2. (a) Name of persons filing: This Schedule 13G is filed by R. Chaney & Partners IV L.P. ("Fund IV"), R. Chaney & Partners III L.P. ("Fund III"), R. Chaney Investments, Inc. ("Investments"), R. Chaney & Partners, Inc. ("Partners"), and Mr. Robert H. Chaney. Fund IV and Fund III are filing this Schedule 13G as members of a group. Investments is the sole general partner of Fund IV, and Partners is the sole general partner of Fund III. Mr. Chaney is the sole shareholder of Investments and Partners. (b) Address of principal office: The address of the principal business office of each of Fund IV, Fund III, Investments, Partners and Mr. Chaney is 909 Fannin, Suite 1800, Two Houston Center, Houston, Texas 77010-1006. (c) Citizenship Fund IV and Fund III both are limited partnerships formed under the laws of Delaware. Investments and Partners are corporations organized under the laws of the State of Texas. Mr. Chaney is a citizen of the United States of America. (d) Title of class of Securities: Common Stock, $.01 par value per share (e) CUSIP Number: 671074-10-2 ITEM 3. If this statement is filed pursuant to 240.13d(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). Page 7 of 11 Pages 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 associations 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 240.13d-1(b)(1)(ii)(J). If this statement is filed pursuant to 240.13d-1(c), check this box. [X] ITEM 4. OWNERSHIP Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 532,000 (b) Percent of class: 9.67%. (c) Number of shares as to which each person has: (i) sole power to vote or to direct the vote: 532,000(1) (ii) shared power to vote or to direct the vote: None. (iii) sole power to dispose or to direct the disposition of: 532,000(1) (iv) shared power to dispose or to direct the disposition of: None. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS Not applicable. - ------------------- (1) Fund IV, Investments and Mr. Chaney have the sole power to vote or to direct the vote, and the sole power to dispose or to direct the disposition of, 149,000 shares. Fund III and Mr. Chaney have the sole power to vote or direct the vote, and the sole power to dispose or direct the disposition of, 383,000 shares. Page 8 of 11 Pages 9 ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not applicable. 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 Not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not applicable. ITEM 10. CERTIFICATION By signing below the undersigned certify that, to the best of the knowledge and belief of the undersigned, the securities referred to above were not acquired and are not held for the purpose of or with the affect 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. Page 9 of 11 Pages 10 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. February 9, 2000 R. CHANEY & PARTNERS IV L.P. By: R. Chaney Investments, Inc., General Partner By: /s/ Robert H. Chaney -------------------------------------- Robert H. Chaney, President and Chief Executive Officer R. CHANEY INVESTMENTS, INC. By: /s/ Robert H. Chaney ------------------------------------------- Robert H. Chaney, President and Chief Executive Officer R. CHANEY & PARTNERS III L.P. By: R. Chaney Partners, Inc., General Partner By: /s/ Robert H. Chaney -------------------------------------- Robert H. Chaney, President and Chief Executive Officer Page 10 of 11 Pages 11 R. CHANEY & PARTNERS, INC. By: /s/ Robert H. Chaney ------------------------------------------- Robert H. Chaney, President and Chief Executive Officer /s/ Robert H. Chaney ---------------------------------------------- Robert H. Chaney, Sole Shareholder of R. Chaney & Partners, Inc. and R. Chaney Investments, Inc. Page 11 of 11 Pages 12 INDEX TO EXHIBITS
Exhibit No. Description - ----------- ----------- 10.1 Joint Reporting Agreement dated as of April 28, 1999 by and among R. Chaney & Partners IV L.P., R. Chaney Investments, Inc., R. Chaney & Partners III L.P., R. Chaney & Partners, Inc. and Robert H. Chaney (incorporated by reference to Schedule 13G dated April 28, 1999, filed by the reporting person with the Securities and Exchange Commission) 99.1 Nature of relationship of parties (incorporated by reference to Schedule 13G dated April 28, 1999, filed by the reporting person with the Securities and Exchange Commission)
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