0001172661-12-000208.txt : 20120214
0001172661-12-000208.hdr.sgml : 20120214
20120214132303
ACCESSION NUMBER: 0001172661-12-000208
CONFORMED SUBMISSION TYPE: SC 13G/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20120214
DATE AS OF CHANGE: 20120214
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: RYLAND GROUP INC
CENTRAL INDEX KEY: 0000085974
STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531]
IRS NUMBER: 520849948
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-32337
FILM NUMBER: 12607083
BUSINESS ADDRESS:
STREET 1: 3011 TOWNSGATE ROAD
STREET 2: SUITE 200
CITY: WESTLAKE VILLAGE
STATE: CA
ZIP: 91361-3027
BUSINESS PHONE: (805) 367-3800
MAIL ADDRESS:
STREET 1: 3011 TOWNSGATE ROAD
STREET 2: SUITE 200
CITY: WESTLAKE VILLAGE
STATE: CA
ZIP: 91361-3027
FORMER COMPANY:
FORMER CONFORMED NAME: RYAN JAMES P CO
DATE OF NAME CHANGE: 19720414
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: GEM REALTY ADVISORS, LLC
CENTRAL INDEX KEY: 0001283672
IRS NUMBER: 364212050
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
BUSINESS ADDRESS:
STREET 1: 900 N MICHIGAN AVE
STREET 2: STE 1450
CITY: CHICAGO
STATE: IL
ZIP: 60611
BUSINESS PHONE: 3129152900
MAIL ADDRESS:
STREET 1: 900 N MICHIGAN AVE
STREET 2: STE 1450
CITY: CHICAGO
STATE: IL
ZIP: 60611
FORMER COMPANY:
FORMER CONFORMED NAME: GEM VALUE PARTNERS LLC
DATE OF NAME CHANGE: 20040315
SC 13G/A
1
RYL123111a1.txt
SCHEDULE 13G AMENDMENT FILING
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
The Ryland Group, Inc.
(Name of Issuer)
Common Stock, par value $1.00 per share
(Title of Class of Securities)
783764103
(CUSIP Number)
December 31, 2011
(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).
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
GEM Realty Advisors, LLC
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
State of Delaware
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 2,890,500
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 2,890,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,890,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
IA/OO
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
GEM Capital, L.L.C.
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
State of Delaware
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 2,890,500
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 2,890,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,890,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
HC/OO
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
GEM MM, LLC
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
State of Delaware
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 2,890,500
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 2,890,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,890,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
OO
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
Atrium GEM Partners, LLC
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
State of Delaware
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 2,890,500
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 2,890,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,890,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
HC/OO
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
GEM Realty Securities, L.P.
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
State of Delaware
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 885,300
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 885,300
9. Aggregate Amount Beneficially Owned by Each Reporting Person
885,300
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
1.99%
12. Type of Reporting Person
PN
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
GEM Realty Securities, Ltd.
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 2,005,200
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 2,005,200
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,005,200
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
4.51%
12. Type of Reporting Person
CO
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
Norman S. Geller
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 2,890,500
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 2,890,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,890,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
IN/HC
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
Michael A. Elrad
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 2,890,500
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 2,890,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,890,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
IN/HC
CUSIP No. 783764103
1. Names of Reporting Person
I.R.S. Identification Nos. of above person
Barry A. Malkin
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[X] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 2,890,500
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 2,890,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,890,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
IN/HC
Item 1. (a) Name of Issuer: The Ryland Group, Inc., a Maryland corporation
(the "Company")
(b) Address of Issuer's Principal Executive Offices:
24025 Park Sorrento, Suite 400
Calabasas, California 91302
Item 2. (a) Name of Person Filing
(b) Address of Principal Business Offices
(c) Citizenship
GEM Realty Advisors, LLC
900 N. Michigan Avenue
Suite 1450
Chicago, IL 60611
Delaware LLC
GEM Capital, L.L.C.
900 N. Michigan Avenue
Suite 1450
Chicago, IL 60611
Delaware LLC
GEM MM, LLC
900 N. Michigan Avenue
Suite 1450
Chicago, IL 60611
Delaware LLC
Atrium GEM Partners, LLC
900 N. Michigan Avenue
Suite 1450
Chicago, IL 60611
Delaware LLC
GEM Realty Securities, L.P.
900 N. Michigan Avenue
Suite 1450
Chicago, IL 60611
Delaware LP
GEM Realty Securities, Ltd.
c/o M&C Corporate Services Limited
Ugland House
P.O. Box 309GT
Georgetown, Grand Cayman
Cayman Corporation
Norman S. Geller
900 N. Michigan Avenue
Suite 1450
Chicago, IL 60611
U.S. Citizen
Michael A. Elrad
900 N. Michigan Avenue
Suite 1450
Chicago, IL 60611
U.S. Citizen
Barry A. Malkin
900 N. Michigan Avenue
Suite 1450
Chicago, IL 60611
U.S. Citizen
(d) Title of Class of Securities
Common Stock, par value $1.00 ("Common Stock")
(e) CUSIP Number: 783764103
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
(c), Check Whether the Person Filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act.
(b) [ ] Bank as defined in Section 3(a)(6) of the Act.
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Act.
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act of 1940.
(e) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
Rule 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;
(j) [ ] A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
(k) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
If this statement is filed pursuant to Rule 13d-1(c), check this box. [x]
Item 4. Ownership
Please see Items 5 - 9 and 11 on each cover sheet for each
Reporting Person
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
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 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.
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: February 14, 2012
GEM REALTY ADVISORS, LLC
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Senior Managing Partner
GEM Capital, L.L.C.
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Senior Managing Partner
GEM MM, LLC
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Senior Managing Partner
Atrium GEM Partners, LLC
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Manager
GEM Realty Securities, L.P.
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Senior Managing Partner
GEM REALTY SECURITIES, LTD.
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Manager
By: /s/ Norman S. Geller
--------------------------
Name: Norman S. Geller
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
By: /s/ Barrry A. Malkin
--------------------------
Name: Barrry A. Malkin
EXHIBIT 1
JOINT FILING AGREEMENT
This will confirm the agreement by and among the undersigned that the Schedule
13G/A filed with the Securities and Exchange Commission on or about the date
hereof with respect to the beneficial ownership by the undersigned of the
shares of Common Stock, of Ryland Group, Inc., is being filed, and all
amendments thereto will be filed, on behalf of each of the persons and
entities named below in accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended. This Agreement may be executed in two or
more counterparts, each of which shall be deemed an original, but all of
which together shall constitute one and the same instrument.
Date: February 14, 2012 GEM REALTY ADVISORS, LLC
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Senior Managing Partner
GEM Capital, L.L.C.
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Senior Managing Partner
GEM MM, LLC
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Senior Managing Partner
Atrium GEM Partners, LLC
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Manager
GEM Realty Securities, L.P.
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Senior Managing Partner
GEM REALTY SECURITIES, LTD.
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
Title: Manager
By: /s/ Norman S. Geller
--------------------------
Name: Norman S. Geller
By: /s/ Michael A. Elrad
--------------------------
Name: Michael A. Elrad
By: /s/ Barrry A. Malkin
--------------------------
Name: Barrry A. Malkin