-----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, Ccr5CxLxOcrPsup1l8iqmEpPr4DtvzDck7+jkrGtutFcoZz6qkxWIh9trD0BUkgl htQc7N4g5HuWmg0K+I+8jQ== 0000889812-00-001207.txt : 20000317 0000889812-00-001207.hdr.sgml : 20000317 ACCESSION NUMBER: 0000889812-00-001207 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000316 GROUP MEMBERS: CONSOLIDATED ELECTRICAL DISTRIBUTORS, INC. GROUP MEMBERS: EDMUNDSON INTERNATIONAL, INC. GROUP MEMBERS: ELECTRICAL DISTRIBUTORS, INC. GROUP MEMBERS: EMPLOYEE'S RETIREMENT PLAN OF CONSOLIDATED GROUP MEMBERS: GALASHIELS FUND, LTD. GROUP MEMBERS: KEITH W. COLBURN GROUP MEMBERS: KEITH W. COLBURN RETIREMENT PLAN GROUP MEMBERS: KEITH W. COLBURN TRUST GROUP MEMBERS: LINCOLNSHIRE ASSOCIATES LTD GROUP MEMBERS: PORTSHIRE CORP. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ONYX ACCEPTANCE CORP CENTRAL INDEX KEY: 0001006614 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 330577635 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-46565 FILM NUMBER: 571429 BUSINESS ADDRESS: STREET 1: 27051 TOWNE CENTRE DRIVE CITY: FOOTHILL RANCH STATE: CA ZIP: 92610 BUSINESS PHONE: 9494653500 MAIL ADDRESS: STREET 1: 27051 TOWNE CENTRE DRIVE CITY: FOOTHILL RANCH STATE: CA ZIP: 92610 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LINCOLNSHIRE ASSOCIATES LTD CENTRAL INDEX KEY: 0001093437 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 752416162 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O PORSHIRE CORP STREET 2: 2550 MIDWAY ROAD SUITE 220 CITY: CARROLTON STATE: TX ZIP: 75006 BUSINESS PHONE: 8189919000 MAIL ADDRESS: STREET 1: 2550 MIDWAY ROAD STREET 2: SUITE 220 CITY: CARROLLTON STATE: TX ZIP: 75006 SC 13D/A 1 GENERAL STATEMENT OF BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Onyx Acceptance Corporation COMMON STOCK, par value $0.01 682914106 Pamela B. Johnson, Esq., P. O. Box 5041, Thousand Oaks, CA 91359 (818) 597-3754 2/14/00 CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Lincolnshire Associates, Ltd. 2. (a) (b) X 3. SEC Use Only 4. WC 5. 6. Texas 7. -0- 8. 90,000 9. -0- 10. 90,000 11. 90,000 12. 13. 1.46% 14. PN 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Portshire Corp. 2. (a) (b) X 3. SEC Use Only 4. AF 5. 6. Texas 7. -0- 8. 90,000 9. -0- 10. 90,000 11. 90,000 12. 13. 1.46% 14. CO 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Edmundson International, Inc. 2. (a) (b) X 3. SEC Use Only 4. AF 5. 6. California 7. -0- 8. 90,000 9. -0- 10. 90,000 11. 90,000 12. 13. 1.46% 14. CO 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Consolidated Electrical Distributors, Inc. 2. (a) (b) X 3. SEC Use Only 4. AF 5. 6. Delaware 7. -0- 8. 90,000 9. -0- 10. 90,000 11. 90,000 12. 13. 1.46% 14. CO 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Employees' Retirement Plan of Consolidated Electrical Distributors, Inc. 2. (a) (b) X 3. SEC Use Only 4. WC 5. 6. California 7. 436,700 8. -0- 9. 436,700 10. -0- 11. 436,700 12. 13. 7.07% 14. EP 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Galashiels Fund, Ltd. 2. (a) (b) X 3. SEC Use Only 4. WC 5. 6. Illinois 7. 80,000 8. -0- 9. 80,000 10. -0- 11. 80,000 12. 13. 1.29% 14. CO 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Keith W. Colburn Retirement Plan 2. (a) (b) X 3. SEC Use Only 4. WC 5. 6. Illinois 7. -0- 8. 14,500 9. -0- 10. 14,500 11. 14,500 12. 13. .24% 14. EP 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Keith W. Colburn Trust 2. (a) (b) X 3. SEC Use Only 4. WC 5. 6. Illinois 7. -0- 8. 14,500 9. -0- 10. 14,500 11. 14,500 12. 13. .24% 14. OO 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D OMB Number: 3235-0145 1. Keith W. Colburn 2. (a) (b) X 3. SEC Use Only 4. PC 5. 6. Illinois 7. -0- 8. 14,500 9. -0- 10. 14,500 11. 14,500 12. 13. .24% 14. IN 2 SEC 1746 (2-98) CUSIP NO. 682914106 13D 1 OF 6 Amendment No. 2 INTRODUCTION Lincolnshire Associates, Ltd., a Texas limited partnership, hereby files this Amendment No. 2 (the "Amendment") to Statement on Schedule 13D (the "Statement") on behalf of the Reporting Persons identified in Item 2 below pursuant to the Agreement With Respect to Schedule 13D attached to the Statement as Exhibit 7(1). Defined terms not otherwise defined herein have the meanings ascribed thereto in the Statement. Only those Items amended are reported herein. Item 3: Source and Amount of Funds or Other Consideration. Item 3 is amended by adding the following paragraph: On February 11, 2000, CED Pension Plan purchased 3,500 shares of Common Stock on the open market at a purchase price of $5.8125 per share; on February 14, 2000, CED Pension Plan purchased 2,500 shares of Common Stock on the open market at a purchase price of $5.9375 per share; on February 16, 2000, CED Pension Plan purchased 10,000 shares of Common Stock on the open market at a purchase price of $5.8125 per share; on February 17, 2000, CED Pension Plan purchased 3,000 shares of Common Stock on the open market at a purchase price of $5.75 per share; on February 18, 2000, CED Pension Plan purchased 17,000 shares of Common Stock on the open market at a purchase price of $5.75 per share; on February 22, 2000, CED Pension Plan purchased 10,000 shares of Common Stock on the open market, 5,000 shares at a purchase price of $5.625 per share and 5,000 shares at a purchase price of $5.50 per share; on February 24, 2000, CED Pension Plan purchased 5,000 shares of Common Stock on the open market at a purchase price of $5.50 per share; on February 25, 2000, CED Pension Plan purchased 5,000 shares of Common Stock on CUSIP NO. 682914106 13D 2 OF 6 Amendment No. 2 the open market at a purchase price of $5.375 per share; on February 28, 2000, CED Pension Plan purchased 5,000 shares of Common Stock on the open market at a purchase price of $5.25 per share; on February 29, 2000, CED Pension Plan purchased 5,000 shares of Common Stock on the open market at a purchase price of $5.25 per share; on March 2, 2000, CED Pension Plan purchased 5,000 shares of Common Stock on the open market at a purchase price of $5.25 per share; on March 3, 2000, CED Pension Plan purchased 5,000 shares of Common Stock on the open market at a purchase price of $5.1875 per share; and on March 6, 2000, CED Pension Plan purchased 10,000 shares of Common Stock on the open market at a purchase price of $5.875 per share. Due to an inadvertent error, some purchases were not reported in earlier filings, but are reported here: On December 23, 1999, the Colburn KEOGH purchased 50 shares of Common Stock on the open market at a purchase price of $7.52 per share; and on December 28, 1999, the Colburn KEOGH purchased 1,950 shares of Common Stock on the open market at a purchase price of $6.67 per share. On August 4, 1999, Colburn purchased 1,000 shares of Common Stock on the open market at a purchase price of $7.63 per share; on December 14, 1999, Colburn purchased 2,000 shares of Common Stock on the open market at a purchase price of $6.35 per share; on December 28, 1999, Colburn purchased 2,000 shares of Common Stock on the open market at a purchase price of $6.67 per share; on January 3, 2000, Colburn purchased 1,000 shares of Common Stock on the open market at a purchase price of $6.21 per share; and on January 28, 2000, Colburn purchased 2,000 shares of Common Stock on the open market at a purchase price of $6.01 per share. On October 29, 1999, Galashiels purchased 1,000 shares of Common Stock on the open market at a purchase price of $6.79 per CUSIP NO. 682914106 13D 3 OF 6 Amendment No. 2 share; on November 2, 1999, Galashiels purchased 19,000 shares of Common Stock on the open market at a purchase price of $6.85 per share; and on November 17, 1999, Galashiels purchased 20,000 shares on the open market at a purchase price of $6.85 per share. A table identifying each purchase is included in Item 5(c) of this Amendment. Item 5: Interest in Securities of the Issuer. Item 5 is amended and restated as follows: (a) and (b) The aggregate number of shares and percentage of Common Stock of the Issuer (based on the Issuer's report of Form 10Q that it had 6,177,804 shares of Common Stock outstanding as of November 5, 1999) beneficially owned by each person named in Item 2, as well as the number of shares of Common Stock as to which such person is deemed to have sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or direct the disposition is set forth in the following table. Reporting Person No. of Percentage Power to Vote Power to Dispose Shares of Class Shared Sole Shared Sole Benef. Owned Lincolnshire 90,000 1.46% 90,000 90,000 Portshire Corp. 90,000(1) 1.46% 90,000(1) 90,000(1) Edmundson Int. 90,000(1) 1.46% 90,000(1) 90,000(1) CED 90,000(1) 1.46% 90,000(1) 90,000(1) - -------- (1) Reports indirect interest in the shares of Common Stock beneficially owned by Lincolnshire Associates. CUSIP NO. 682914106 13D 4 OF 6 Amendment No. 2 CED Pension Plan 436,700 7.07% 436,700 436,700 Galashiels 80,000 1.29% 80,000 80,000 Colburn KEOGH 14,500 .24% 14,500 14,500 Colburn Trust 14,500 .24% 14,500 14,500 Colburn 14,500 .24% 14,500 14,500 The information required by Item 5 with respect to persons with whom voting or dispositive power is shared is set forth in Item 2. The reporting persons collectively own 621,200 shares, representing 10.06% of the total number of shares of Common Stock outstanding. (c) To the best knowledge of the Reporting Persons, no person described in paragraph (a) of this Item 5 has effected any transaction in the Common Stock of the Issuer during the past 60 days other than as set forth in the table below: Date Purchaser # Shares Price Comm'n Total Funds Required 02/11/00 CED Pension Plan 3,500 $5.8125 $.06 $ 20,554 02/14/00 CED Pension Plan 2,500 $5.9375 $.06 $ 14,994 02/15/00 CED Pension Plan 14,000 $5.8929 $.06 $ 83,341 02/16/00 CED Pension Plan 10,000 $5.8125 $.06 $ 58,725 02/17/00 CED Pension Plan 3,000 $5.75 $.06 $ 17,430 02/18/00 CED Pension Plan 17,000 $5.75 $.06 $ 98,770 02/22/00 CED Pension Plan 5,000 $5.625 $.06 $ 02/22/00 CED Pension Plan 5,000 $5.50 $.06 $ 56,225(2) 02/24/00 CED Pension Plan 5,000 $5.50 $.06 $ 27,800 02/25/00 CED Pension Plan 5,000 $5.375 $.06 $ 27,175 02/28/00 CED Pension Plan 5,000 $5.25 $.06 $ 26,550 (2) Total of both purchases on 2/22/00 CUSIP NO. 682914106 13D 5 OF 6 Amendment No. 2 02/29/00 CED Pension Plan 5,000 $5.25 $.06 $ 26,550 03/02/00 CED Pension Plan 5,000 $5.25 $.06 $ 26,550 03/03/00 CED Pension Plan 5,000 $5.1875 $.06 $ 26,238 03/06/00 CED Pension Plan 10,000 $5.875 $.06 $ 59,350 12/23/99 Colburn KEOGH 50 $7.52 $.06 $ 376 12/28/99 Colburn KEOGH 1,950 $6.66 $.06 $ 13,004 08/04/99 Colburn 1,000 $7.63 $.06 $ 7,635 12/14/99 Colburn 2,000 $6.35 $.06 $ 12,709 12/28/99 Colburn 2,000 $6.67 $.06 $ 13,338 01/03/00 Colburn 1,000 $6.21 $.06 $ 6,207 01/28/00 Colburn 2,000 $6.01 $.06 $ 12,013 10/29/99 Galashiels 1,000 $6.79 $.06 $ 6,788 11/02/99 Galashiels 19,000 $6.85 $.06 $ 130,150 11/17/99 Galashiels 20,000 $6.85 $.06 $ 137,000 TOTAL 150,000 $ 909,562 ------- ---------- (d) To the best knowledge of the Reporting Persons, no person other than the Reporting Persons and their equity owners has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock of Issuer. (e) Not applicable. Item 6: Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The first paragraph of Item 6 is amended and restated to read as follows: Lincolnshire beneficially owns 90,000 shares of Common Stock. Portshire Corp., the general partner of Lincolnshire Associates, is a wholly owned subsidiary of Edmundson International. Therefore, Edmundson International, through its ownership of Portshire Corp., beneficially owns 90,000 shares of Common Stock. Edmundson International is itself a wholly owned subsidiary of CED. Therefore, CED, through its ownership of Edmundson International and indirect ownership of Portshire Corp., beneficially owns 90,000 shares of Common Stock. Colburn CUSIP NO. 682914106 13D 6 OF 6 Amendment No. 2 is the beneficiary of the Colburn Trust and Colburn KEOGH. Colburn beneficially owns 14,500 shares of Common Stock. A committee makes investment decisions for CED Pension Plan. Any two members of such committee can make investment decisions for CED Pension Plan. Two of the members on CED Pension Plan's investment committee, including Colburn, also make investment decisions for Lincolnshire and, therefore, indirectly, for Portshire Corp., Edmundson International, and CED. CED Pension Plan beneficially owns 436,700 shares of Common Stock. Galashiels beneficially owns 80,000 shares of Common Stock. SIGNATURE After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: March 14, 2000 Lincolnshire Associates, Ltd. By Its General Partner, Portshire Corp. By /s/ David C. Verbeck Its Vice President -----END PRIVACY-ENHANCED MESSAGE-----