-----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, BZZJphexL1I2SnjOr9S3f9Ii1EIPBuo8Dy7uEwAfCrS+3rgqAQ4CdnyPMStmlZna VQmwKGrFQYTfb5QBl9Fuaw== 0001137185-06-000005.txt : 20061108 0001137185-06-000005.hdr.sgml : 20061108 20061108093455 ACCESSION NUMBER: 0001137185-06-000005 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20061108 DATE AS OF CHANGE: 20061108 GROUP MEMBERS: AMSTER LIMITED PARTNERSHIP GROUP MEMBERS: AMSTER TRADING COMPANY GROUP MEMBERS: AMSTER TRADING COMPANY CHARITABLE REMAINDER UNITRUSTS GROUP MEMBERS: DAVID ZLATIN GROUP MEMBERS: DAVID ZLATIN AND GILDA ZLATIN JTWROS GROUP MEMBERS: GILDA ZLATIN GROUP MEMBERS: HOWARD AMSTER GROUP MEMBERS: HOWARD AMSTER 2005 CRUT GROUP MEMBERS: PLEASANT LAKE APTS. CORP. GROUP MEMBERS: PLEASANT LAKES APTS. LTD. PARTNERSHIP GROUP MEMBERS: RAMAT SECURITIES LTD. GROUP MEMBERS: SAMUEL J. HELLER GROUP MEMBERS: SAMUEL J. HELLER IRREVOCABLE TRUST GROUP MEMBERS: TOVA FINANCIAL INC CHARITABLE REMAINDER UNITRUST GROUP MEMBERS: TOVA FINANCIAL INC. GROUP MEMBERS: ZAK GROUP, LTD. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEW CENTURY FINANCIAL CORP CENTRAL INDEX KEY: 0001287286 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 562451736 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80351 FILM NUMBER: 061195735 BUSINESS ADDRESS: STREET 1: 18400 VON KARMAN STREET 2: SUITE 1000 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 9494407030 MAIL ADDRESS: STREET 1: 18400 VON KARMAN STREET 2: SUITE 1000 CITY: IRVINE STATE: CA ZIP: 92612 FORMER COMPANY: FORMER CONFORMED NAME: NEW CENTURY REIT INC DATE OF NAME CHANGE: 20040416 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RAMAT SECURITIES LTD CENTRAL INDEX KEY: 0001137185 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 23811 CHAGRIN BLVD STREET 2: SUITE 200 CITY: BEACHWOOD STATE: OH ZIP: 44122 BUSINESS PHONE: 2165950987 MAIL ADDRESS: STREET 1: 23811 CHAGRIN BLVD STREET 2: SUITE 200 CITY: BEACHWOOD STATE: OH ZIP: 44122 SC 13D/A 1 newcentury.txt OMB Number 3235-0145 United States Securities and Exchange Commission Washington DC 20549 Schedule 13D/A Amendment No. 1 Under the Securities and Exchange Act of 1934 New Century Financial Corporation Name of Issuer common stock Title of Class of Securities CUSIP Number 6435EV108 Howard Amster, 23811 Chagrin Blvd., Suite 200 Beachwood, Ohio 44122-5525, 216 595-1047 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 3, 2006 (Date of Event which Requires Filing of this Statement) If this filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e) (f) or (g), check the following box / /. Note: Scheduled filed in paper format shall include a signed original and five copies of the schedule including all exhibits. See 240.13D-7 for other parties to who copies are to be sent. *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 to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on 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). 1 Name of Reporting Person Howard Amster 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting 2,091,771 Beneficially Owned By Each 8 Shared Voting 1,595,040 Reporting Person With 9 Sole Dispositive 2,091,771 10 Shared Dispositive 1,595,040 11 Aggregate Amount Beneficially owned 2,662,182 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 4.74 % 14 Type of Reporting Person IN 1 Name of Reporting Person Howard M Amster 2005 Charitable Remainder Unitrust 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 131,394 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 131,394 11 Aggregate Amount Beneficially owned 131,394 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.23 % 14 Type of Reporting Person OO 1 Name of Reporting Person Amster Limited Partnership 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 3,200 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 3,200 11 Aggregate Amount Beneficially owned 3,200 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person PN 1 Name of Reporting Person Amster Trading Company 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 1,100,460 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 1,100,460 11 Aggregate Amount Beneficially owned 209,900 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.37 % 14 Type of Reporting Person CO 1 Name of Reporting Person Amster Trading Company Charitable Remainder Unitrusts 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure 6 Citizenship Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 890,560 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 890,560 11 Aggregate Amount Beneficially owned 890,560 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 1.58 % 14 Type of Reporting Person OO 1 Name of Reporting Person Samuel J Heller 2 If a member group a) / / c) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 2,675 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 2,675 11 Aggregate Amount Beneficially owned 2,675 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person IN 1 Name of Reporting Person Samuel J Heller Irrevocable Trust 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds OO 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 2,675 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 2,675 11 Aggregate Amount Beneficially owned 2,675 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person OO 1 Name of Reporting Person Pleasant Lake Apts. Corp. 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 26,000 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 26,000 11 Aggregate Amount Beneficially owned 26,000 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.04 % 14 Type of Reporting Person CO 1 Name of Reporting Person Pleasant Lake Apts. Ltd. Partnership 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds 00 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 26,000 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 26,000 11 Aggregate Amount Beneficially owned 26,000 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.04 % 14 Type of Reporting Person 00 1 Name of Reporting Person Ramat Securities Ltd. 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 311,331 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 311,331 11 Aggregate Amount Beneficially owned 311,331 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.6 % 14 Type of Reporting Person BD 1 Name of Reporting Person Tova Financial, Inc. 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 8,900 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 8,900 11 Aggregate Amount Beneficially owned 3,100 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person CO 1 Name of Reporting Person Tova Financial, Inc. Charitable Remainder Unitrust 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure 6 Citizenship Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 5,800 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 5,800 11 Aggregate Amount Beneficially owned 5,800 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.0 % 14 Type of Reporting Person OO 1 Name of Reporting Person ZAK Group LLC 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 2,100 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 2,100 11 Aggregate Amount Beneficially owned 2,100 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person OO 1 Name of Reporting Person David Zlatin 2 If a member group a) / / d) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting 1,551 Beneficially Owned By Each 8 Shared Voting 342,411 Reporting Person With 9 Sole Dispositive 1,551 10 Shared Dispositive 342,411 11 Aggregate Amount Beneficially owned 338,162 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.6 % 14 Type of Reporting Person IN 1 Name of Reporting Person David Zlatin and Gilda Zlatin JTWROS 2 If a member group a) / / e) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 100 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 100 11 Aggregate Amount Beneficially owned 100 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person IN 1 Name of Reporting Person Gilda Zlatin 2 If a member group a) / / f) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure 6 Citizenship U.S.A. Number of Shares 7 Sole Voting 374 Beneficially Owned By Each 8 Shared Voting 9,000 Reporting Person With 9 Sole Dispositive 374 10 Shared Dispositive 9,000 11 Aggregate Amount Beneficially owned 3,574 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.00 % 14 Type of Reporting Person IN There are no changes to the Schedule 13D, as amended except as set forth in this first amendment. Item 1. Security and Issuer New Century Financial Corporation common stock New Century Financial Corporation 18400 Von Karman, Suite 1000 Irvine, California 92612 949 440 7030 CUSIP Number 6435EV108 Item 2. Identity and Background David Zlatin and Gilda Zlatin as Joint Tenants with Rights of Survivorship (JTWROS) David Zlatin and Gilda Zlatin are husband and wife. Each disclaims any shared voting and dispositive power over shares of New Century Financial Corporation that each may own as a beneficial owner except for their JTWROS, Tova Financial, Inc., Tova Financial, Inc. Charitable Remainder Unitrust holdings. a) David Zlatin b) 2562 Biscayne Blvd., Beachwood, Ohio 44122-1773 c) Present principal occupation- Principal, Ramat Securities Ltd., securities firm- 23811 Chagrin Blvd. # 200, Beachwood, Oh 44122-5525 d) David Zlatin has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) David Zlatin has not been party to any civil proceedings of a judicial or administrative body or competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Gilda Zlatin a) Gilda Zlatin b) 2562 Biscayne Blvd., Beachwood, Ohio 44122-1773 c) Present principal occupation- Teacher On leave/sabbatical. d) Gilda Zlatin has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) Gilda Zlatin has not been party to any civil proceedings of a judicial or administrative body or competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. For information purposes only Clients and employees (excluding Mr. Amster and Mr. Zlatin) of Ramat Securities own 114,886 shares of New Century Financial Corporation or 0.20 % of the Registrant's common shares. Clients and employees (excluding Mr. Amster and Mr. Zlatin) of Ramat Securities Ltd. do not have ownership, no shared voting, no dispositive power, no pecuniary interest in in any shares in Registrant's common shares nor to any other securities owned directly or indirectly by Ramat Securities Ltd. Clients and employees of Ramat Securities Ltd. (excluding Mr. Amster and Mr. Zlatin) disclaim being a member of this group. Ramat Securities has no ownership, no shared voting, no dispositive, no pecuniary interest in Registrant's common shares nor in any other securities owned directly or indirectly by its clients or employees (excluding Mr. Amster and Mr. Zlatin). Item 3. Source and Amount of Funds or Other Consideration Howard Amster, in his personal and individual retirement accounts purchased an additional 598,200 common shares with personal funds without borrowing. The total consideration for these purchases is $ 24,716,825.54 bringing Howard Amster's total investment to $ 102,513,254.60. Amster Trading Company Charitable Remainder Unitrusts sold 9,200 common shares changing Amster Trading Company Charitable Remainder Unitrusts' total investment to $ 44,970,229.46. Ramat Securities Ltd. purchased an additional 40,831 common shares with working capital without borrowing. The total consideration for these purchases is $ 1,723,381.27 bringing Ramat Securities Ltd.'s total investment to $ 14,164,026.59. Tova Financial, Inc. Charitable Remainder Unitrust purchased an additional 559 common shares with trust assets without borrowing. The total consideration for this purchase is $ 23,939.30 bringing Tova Financial, Inc. Charitable Remainder Unitrust's total investment to $ 338,155.10. David Zlatin, in his individual retirement and K accounts purchased an additional 200 common shares with personal funds without borrowing. The total consideration for these purchases is $ 8,632.20 bringing David Zlatin's total investment to $ 81,933.62. David Zlatin and Gilda Zlatin JTWROS purchased 100 common shares with personal funds without borrowing. The total consideration for the purchase is $ 4,302.85 Gilda Zlatin in her individual retirement account purchased an additional 60 common shares with personal funds without borrowing. The total consideration for this purchase is $ 2,592.31 bringing Gilda Zlatin's total investment to $ 19,400.90. Item 4. Purpose of Transaction The following acquired their shares or may deemed to be a group for purposes of investment. Howard Amster Howard Amster 2005 CRUT Amster Limited Partnership Amster Trading Company Amster Trading Company Charitable Remainder Unitrusts Samuel J Heller Samuel J Heller Irrevocable Trust Pleasant Lake Apts. Corp. Pleasant Lake Apts. Ltd. Partnership Ramat Securities Ltd. Tova Financial, Inc. Tova Financial, Inc. Charitable Remainder Unitrust ZAK Group, Ltd. David Zlatin David Zlatin and Gilda Zlatin JTWROS Gilda Zlatin There are no present plans or proposals by this group of record or the beneficial owners as reported in this Schedule 13D amendment one which relates to or would result in the following: a. The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer provided, however, the reporting persons might acquire additional shares or other securities of the issuer or dispose of some or all of their shares depending upon market conditions and their personal circumstances; Item 5. Interest in Securities of the Issuer The outstanding common shares of the Issuer is 56,117,164 shares as of July 31, 2006 referenced in the 10-Q for period ending June 30, 2006. (a)(b) The aggregate amount owned by this Reporting Group is 3,677,756 shares or 6.55 % of the outstanding shares. Howard Amster in his name and individual retirement accounts owns 2,091,771 shares or 3.73 % of the common outstanding shares. Howard M Amster 2005 Charitable Remainder Unitrust owns 131,394 shares or 0.23 % of the common outstanding shares. Amster Ltd. Partnership owns 1,100 common shares or 0.00 % of the common outstanding shares Amster Trading Company owns 209,900 shares or 0.37 % of the common outstanding shares. Amster Trading Company Charitable Remainder Unitrusts own 890,560 shares or 1.58 % of the common outstanding shares. Samuel J Heller Irrevocable trust owns 2,675 shares or 0.00 % of the common outstanding shares. Pleasant Lake Apts. Ltd. Partnership owns 26,000 common shares or 0.04 % of the common outstanding shares. Ramat Securities Ltd. owns 311,331 common shares or 0.6 % of the common outstanding shares. Tova Financial, Inc. owns 3,100 common shares or 0.00 % of the common outstanding shares. Tova Financial, Inc. Charitable Remainder Unitrust owns 5,800 common shares or 0.0 % of the common outstanding shares. ZAK Group LLC owns 2,100 common shares or 0.0 % of the common outstanding shares. David Zlatin owns 1,551 common shares or 0.0 % of the common outstanding shares. David Zlatin and Gilda Zlatin own 100 common shares or 0.0% of the common outstanding shares. Gilda Zlatin owns 374 common shares or 0.0 % of the common outstanding shares. c) Description of Transactions All transactions were executed on a listed stock exchange as an open market transaction with Bear, Stearns Securities Corp. as executing broker.
Buys Identity Date Shares Price Howard Amster 08/09/06 300,000 42.76 and various 08/10/06 47,500 42.14 Individual 08/11/06 37,500 41.92 Retirement Accounts 08/24/06 85,000 41.74 08/25/06 25,000 40.68 11/03/06 103,200 36.24 Ramat Securities 08/09/06 24,081 42.76 Ltd. 08/10/06 2,500 42.14 08/11/06 12,500 41.92 11/02/06 1,750 36.69 Tova Financial, Inc. 08/09/06 559 42.76 Charitable Remainder Unitrust David Zlatin 08/09/06 200 42.76 in his various individual, K and retirement accounts David Zlatin and 08/0906 100 42.76 Gilda Zlatin JTWROS Gilda Zlatin 08/09/06 60 42.76 in her individual retirement account Sells Amster Trading 11/06/06 9,200 37.00 Company Charitable Remainder Unitrusts
Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Date: November 7, 2006 /s/ Howard Amster /s/ Howard M Amster 2005 Charitable Remainder Unitrust By: Howard Amster Title: Trustee /s/ Amster Limited Partnership By: Howard Amster Title: General Partner /s/ Amster Trading Company By: Howard Amster Title: President /s/ Amster Trading Company Charitable Remainder Unitrusts By: Howard Amster Title: Trustee /s/ Samuel J Heller /s/ Samuel J Heller Irrevocable Trust By: Howard Amster Title: Trustee /s/ Pleasant Lake Apts. Corp. By: Howard Amster Title: President /s/ Pleasant Lake Apts. Ltd. Partnership By: Pleasant Lake Apts. Corp., Howard Amster, President Title: Its General Partner /s/ Ramat Securities Ltd. By: David Zlatin Title: Principal /s/ Tova Financial, Inc. By: David Zlatin Title: President /s/ Tova Financial , Inc. Charitable Remainder Unitrust By: David Zlatin & Gilda Zlatin Title: Co-trustees /s/ Zak Group LLC By: David Zlatin Title: Member /s/ David Zlatin /s/ David Zlatin and Gilda Zlatin JTWROS /s/ Gilda Zlatin -----END PRIVACY-ENHANCED MESSAGE-----