0000945621-05-000023.txt : 20120725 0000945621-05-000023.hdr.sgml : 20120725 20050208165819 ACCESSION NUMBER: 0000945621-05-000023 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050208 DATE AS OF CHANGE: 20050208 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SUNTERRA CORP CENTRAL INDEX KEY: 0001016577 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE DEALERS (FOR THEIR OWN ACCOUNT) [6532] IRS NUMBER: 954582157 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-47333 FILM NUMBER: 05584686 BUSINESS ADDRESS: STREET 1: 3865 W CHEYENNE AVENUE STREET 2: BUILDING NO. 5 CITY: NORTH LAS VEGAS STATE: NV ZIP: 89032 BUSINESS PHONE: 7028048600 MAIL ADDRESS: STREET 1: 3865 W CHEYENNE AVENUE STREET 2: BUILDING NO. 5 CITY: NORTH LAS VEGAS STATE: NV ZIP: 89032 FORMER COMPANY: FORMER CONFORMED NAME: SIGNATURE RESORTS INC DATE OF NAME CHANGE: 19980722 FORMER COMPANY: FORMER CONFORMED NAME: KGK RESORTS INC DATE OF NAME CHANGE: 19960611 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NEW GENERATION ADVISERS INC CENTRAL INDEX KEY: 0001107211 IRS NUMBER: 043020600 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 225 FRIEND STREET SUITE 801 CITY: BOSTON STATE: MA ZIP: 02114 BUSINESS PHONE: 6175739550 MAIL ADDRESS: STREET 1: 225 FRIEND STREET SUITE 801 CITY: BOSTON STATE: MA ZIP: 02114 SC 13G 1 newgen-13g.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. __) Sunterra Corp. -------------------------------------------------------------------------------- (Name of Issuer) Common Stock -------------------------------------------------------------------------------- (Title of Class of Securities) 828395103 -------------------------------------------------------------------------------- (CUSIP Number) December 31, 2004 -------------------------------------------------------------------------------- (Date of Event which Required Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) |_| Rule 13d-1(c) |_| Rule 13d-1(d) 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). SCHEDULE 13G 1 NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ironwood Capital Management, LLC Tax ID 043020600 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts 5 SOLE VOTING POWER 0 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER 698,113 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 698,113 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 698,113 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_| 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.69% 12 TYPE OF REPORTING PERSON IA SCHEDULE 13G 1 NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON George Putnam III N/A 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION American NUMBER OF SHARES 5 SOLE VOTING POWER BENEFICIALLY 0 OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER 698,113 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 698,113 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 698,113 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_| 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.69% 12 TYPE OF REPORTING PERSON HC 1 NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Thomas J. Hill N/A 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION American NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER 698,113 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 698,113 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 698,113 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_| 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.69% 12 TYPE OF REPORTING PERSON HC 1 NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Carl E. Owens N/A 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION American NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER 698,113 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 698,113 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 698,113 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_| 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.69% 12 TYPE OF REPORTING PERSON HC Item 1. (a). Name of Issuer: Sunterra Corp. (b). Address of Issuer's Principal Executive Offices: 3685 W. Cheyenne Ave., Building No. 5 North Las Vegas, NV 89032 Item 2. (a). Name of Person Filing: (i) New Generation Advisors, Inc. ("NGA") (ii) George Putnam, III ("Putnam") (iii) Thomas J. Hill ("Hill") (iv) Carl E. Owens ("Owens") (b). Address of Principal Business Office or, if none, Residence: NGA: 225 Friend Street, Suite 801 Boston, MA 02114 Putnam: c/o NGA 225 Friend Street, Suite 801 Boston, MA 02114 Hill: c/o NGA 225 Friend Street, Suite 801 Boston, MA 02114 Owens: c/o NGA 225 Friend Street, Suite 801 Boston, MA 02114 (c). Citizenship or Place of Organization: ICM: Massachusetts Isabelle: American Droster: American Collins: American (d). Title of Class of Securities: Common Stock (e). CUSIP Number: 828395103 Item 3. If this statement is filed pursuant to sections 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) [x] An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii) (F); (g) [x] A parent holding company or control person in accordance with section 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 section 240.13d-1(b)(1) (ii)(J). 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: (i) NGA: 698,113 (ii) Putnam: 698,113 (iii) Hill: 698,113 (iv) Owens: 698,113 (b). Percent of class: (i) NGA: 3.69% (ii) Putnam: 3.69% (iii) Hill: 3.69% (iv) Owens: 3.69% (c). Number of shares as to which the person has: (1) Sole power to vote or to direct the vote: (i) NGA: 0 (ii) Putnam: 0 (iii) Hill: 0 (iv) Owens: 0 (2) Shared power to vote or to direct the vote: (i) NGA: 698,113 (ii) Putnam: 698,113 (iii) Hill: 698,113 (iv) Owens: 698,113 (3) Sole power to dispose or to direct the disposition of: (i) NGA: 0 (ii) Putnam: 0 (iii) Hill: 0 (iv) Owens: 0 (4) Shared power to dispose or to direct the disposition of: (i) NGA: 698,113 (ii) Putnam: 698,113 (iii) Hill: 698,113 (iv) Owens: 698,113 Item 5. Ownership of Five Percent or Less of a Class: [X] This statement is being filed to indicate that the reporting persons have ceased to be owners of five percent of the class of securities. Item 6. Ownership of More Than Five Percent on Behalf of Another Person: Not Applicable Item 7. Identification and Classification of Subsidiaries 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 I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. In accordance with Rule 13d-4 of the Securities Exchange Act of 1934, each of the persons filing this statement expressly disclaim the beneficial ownership of the securities covered by this statement and the filing of this report shall not be construed as an admission by such persons that they are the beneficial owners of such securities. 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. NEW GENERATION ADVISERS, INC. Date: February 8, 2005 By: /s/George Putnam, III ----------------------------------- George Putnam, III, President Date: February 8, 2005 /s/George Putnam, III ----------------------------------- George Putnam Date: February 8, 2005 /s/Thomas J. Hill ----------------------------------- Thomas J. Hill Date: February 8, 2005 /s/Carl E. Owens ----------------------------------- Carl E. Owens EXHIBIT 1 JOINT FILING AGREEMENT AMONG NEW GENERATION ADVISERS, INC., GEORGE PUTNAM, III, THOMAS J. HILL AND CARL E. OWENS. WHEREAS, in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934 (the "Act"), only one joint statement and any amendments thereto need to be filed whenever one or more persons are required to file such a statement or any amendments thereto pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in writing that such statement or amendments thereto is filed on behalf of each of them; NOW, THEREFORE, the parties hereto agree as follows: NEW GENERATION ADVISERS, INC., GEORGE PUTNAM, III, THOMAS J. HILL and CARL E. OWENS hereby agree, in accordance with Rule 13d-1(k) under the Act, to file a statement on Schedule 13G relating to their ownership of Common Stock of the Issuer and do hereby further agree that said statement shall be filed on behalf of each of them. NEW GENERATION ADVISERS, INC. Date: February 8, 2005 By: /s/George Putnam, III ----------------------------------- George Putnam, III, President Date: February 8, 2005 /s/George Putnam, III ----------------------------------- George Putnam, III Date: February 8, 2005 /s/Thomas J. Hill ----------------------------------- Thomas J. Hill Date: February 8, 2005 /s/Carl E. Owens ----------------------------------- Carl E. Owens