-----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, JyHVRWSm21ZDfP8iIXoDxxK+SPicmOATqMKPqStAWTWIkY78I139JCdpuEc3QTVh M20JCBqqLZoiSk9YKTML5A== 0001125842-01-500010.txt : 20010501 0001125842-01-500010.hdr.sgml : 20010501 ACCESSION NUMBER: 0001125842-01-500010 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010430 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EMCOR GROUP INC CENTRAL INDEX KEY: 0000105634 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL WORK [1731] IRS NUMBER: 112125338 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-12871 FILM NUMBER: 1616608 BUSINESS ADDRESS: STREET 1: 101 MERRITT SEVEN CORPORATE PK STREET 2: 7TH FLOOR CITY: NORWALK STATE: CT ZIP: 06851 BUSINESS PHONE: 2038497800 MAIL ADDRESS: STREET 1: 101 MERRITT SEVEN CORPORATE PARK STREET 2: 7TH FLOOR CITY: NORWALK STATE: CT ZIP: 06851 FORMER COMPANY: FORMER CONFORMED NAME: JWP INC/DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: JAMAICA WATER PROPERTIES INC DATE OF NAME CHANGE: 19860518 FORMER COMPANY: FORMER CONFORMED NAME: WELSBACH CORP DATE OF NAME CHANGE: 19761119 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BASSO SECURITIES LTD CENTRAL INDEX KEY: 0001125842 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 614038051 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1281 EAST MAIN ST CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2033248420 MAIL ADDRESS: STREET 1: 1281 EAST MAIN ST CITY: STAMFORD STATE: CT ZIP: 06902 SC 13G 1 emcor.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c)AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) EMCOR GROUP INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 29084Q100 (CUSIP Number) Basso Securities Ltd. 1281 East Main Street Stamford, Connecticut 06902 (203) 324-8400 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) -with copies to- Ricardo W. Davidovich, Esq. Tannenbaum Helpern Syracuse & Hirschtritt 900 Third Avenue - 13th Floor New York, NY 10022 April 17, 2001 (Date of Event Which Requires Filing of this Statement) Check the following 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 information required in the remainder of this cover page shall 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. 1. Name of Reporting Person I.R.S. Identification Nos. of Above Persons (entities only) Basso Securities Ltd. 2. Check the Appropriate Box If A Member Of A Group (See Instructions) (a) (b) 3. SEC Use Only 4. Citizen Or Place Of Organization: Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power 19,668,000 principal amount of corporate bonds convertible into 719,384.6 shares of common stock 6. Shared Voting Power 0 7. Sole Dispositive Power 19,668,000 principal amount of corporate bonds convertible into 719,384.6 shares of common stock 8. Shared Dispositive Power 0 9. Aggregate Amount Beneficially Owned by Each Reporting Person 19,668,000 principal amount of corporate bonds convertible into 719,384.6 shares of common stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instruction) 11. Percent of Class Represented by Amount in Row 9 6.4% 12. Type of Reporting Person (See Instructions) CO CUSIP No. 29084Q100 Item 1: Security and Issuer 1(a) Name of Issuer EMCOR Group Inc. 1(b)Address of Issuer's Principal Executive Offices 101 Merritt Seven Corp Park Norwalk, Connecticut 06851-1060 United States Item 2: Identity and Background 2(a) Name of person Filing: Basso Securities Ltd. 2(b) Address of Principal Business Office or, if none, Residence: The address of the reporting person is: 1281 East Main Street Stamford, CT 06902 2(c) Citizenship/ Corporation organized Delaware, USA 2(d) Title of Class of Security Common Stock 2(e) Cusip Number 29084Q100 Item 3: If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or 13d-2(c) promulgated under the Securities Exchange Act of 1934, check whether the filing is a: CUSIP No. 29084Q100 a. Broker or Dealer registered under Section 15 of the Act, b. Bank as defined in Section 3(a)(6) of the Act, b. Insurance Company as defined in Section 3(a)(19) of the Act, c. Investment Company registered under Section 8 of the Investment Company Act, e. Investment Adviser in accordance with Rule 13d- 1(b)(1)(ii)(E), f. Employee Benefit Plan, or Endowment Fund in accordance with Rule 13d-1(b)(ii)(F), g. Parent Holding Company or Control Person, in accordance with Rule 13d-1(b)(ii)(G); ( Note: see Item 7) h. A saving 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 form the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; j. Group,in accordance with Rule 13d-1(b)(1)(ii)(J). Item 4: Ownership 4(a) Amount Beneficially Owned As of April 17, 2001, an aggregate of 719,384.6 shares of common stock (19,668,000 principal amount of corporate bonds convertible into shares of the common stock) were beneficially owned by Basso Securities Ltd., as an advisor (portfolio manager) to certain funds managed by DKR Management Company Inc.(DKRMCI). Basso Securities Ltd. disclaims beneficial ownership of the holdings reported herein. 4(b) Percent of Class 6.4% (The percentage was calculated by dividing 719,384.6 shares of common stock (representing the number of shares of common stock that would be held by Basso Securities Ltd. upon conversion of the corporate bonds) by 11,232,384.64 (which represents the sum of 10,513,000 (outstanding based on the latest information provided by Bloomberg) and 719,384.6). CUSIP No. 29084Q100 4(c) Number of shares as to which the person has (i) Sole Power to vote or to direct the vote 19,668,000 principal amount of corporate bonds convertible into 719,384.6 shares of common stock (ii) Shared power to vote or to direct the vote 0 (iii) Sole power to dispose or to direct the disposition of 19,668,000 principal amount of corporate bonds convertible into 719,384.6 shares of common stock (iv) Shared power to dispose or to direct the disposition of 0 Instruction: For computation regarding securities which represent a right to acquire an underlying security see Rule 13d-3(d)(1). 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 ceasedto be the beneficial owner of more than five percent of the class of securities, check the following Instruction: Dissolution of a group requires a response to this item. Item 6: Ownership of More than Five percent on Behalf of Another Person. Basso Securities Ltd. has entered into an Advisory Services Agreement with DKR Management Company Inc. (DKRMCI), a registered investment adviser, to act as the portfolio manager to certain funds managed by DKRMCI. As such, DKRMCI, the investment advisor to the funds managed by Basso Securities Ltd., has more than five percent interest in the securities and has the right toreceive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such security. CUSIP No. 29084Q100 Item 7: Reported on By the Parent Holding Company. If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating the identity of each member of the group. Not Applicable Item 8: Identification and Classification of Members of the Group. If a group his filed this schedule pursuant to Rule 13d-1(b)(ii)(H), so indicate under item 3(h) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating the identity of each member of the group. Not Applicable Item 9: Notice of Dissolution of Group Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of he group, in their individual capacity. See item 5. 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 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. 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: April 27, 2001 /s/ Howard I. Fischer Signature Howard I. Fischer President -----END PRIVACY-ENHANCED MESSAGE-----