-----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, CBHRrQATKrlP2/UoiEwRiIMYCwytuzC1Pxh+nWwSAN4iNNyMgN/V0SnTW52B4fga I3ajHSN0R+MUpwh9CyvEvA== 0000889812-98-002453.txt : 19981015 0000889812-98-002453.hdr.sgml : 19981015 ACCESSION NUMBER: 0000889812-98-002453 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19981014 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALLIED RESEARCH CORP CENTRAL INDEX KEY: 0000003952 STANDARD INDUSTRIAL CLASSIFICATION: ORDNANCE & ACCESSORIES, (NO VEHICLES/GUIDED MISSILES) [3480] IRS NUMBER: 042281015 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-34327 FILM NUMBER: 98725648 BUSINESS ADDRESS: STREET 1: 8000 TOWERS CRESCENT DR STREET 2: STE 750 CITY: VIENNA STATE: VA ZIP: 22182 BUSINESS PHONE: 7038475268 MAIL ADDRESS: STREET 1: 8000 TOWERS CRESCENT DRIVE STREET 2: STE 750 CITY: VIENNA STATE: VA ZIP: 22182 FORMER COMPANY: FORMER CONFORMED NAME: ALLIED RESEARCH ASSOCIATES INC DATE OF NAME CHANGE: 19880601 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LIONHEART GROUP INC CENTRAL INDEX KEY: 0001069881 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133790376 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 230 PARK AVE STREET 2: STE 516 CITY: NEW YORK STATE: NY ZIP: 10169 BUSINESS PHONE: 2125995077 MAIL ADDRESS: STREET 1: 230 PARK AVE STREET 2: STE 516 CITY: NEW YORK STATE: NY ZIP: 10169 SC 13D/A 1 AMENDMENT NO. 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* ALLIED RESEARCH CORPORATION ------------------------------------------------ (Name of Issuer) Common Stock, $.01 par value ------------------------------------------------ (Title of Class of Securities) 019483106 ------------------------------ (CUSIP Number) Thomas J. Rice Coudert Brothers 1114 Avenue of the Americas New York, New York 10036 ----------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 8, 1998 --------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box |_|. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) for other parties to whom 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 class of securities, and for any subsequent amendment containing information which would alter disclosure 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). Exhibit Index: Page 5 Page 1 of 5 Pages SCHEDULE 13D CUSIP No. 019483106 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Lionheart Group, Inc. 13-3790-376 2 Check the Appropriate Box If a Member of a Group* a. / / b. /X/ 3 SEC Use Only 4 Source of Funds* WC 5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) / / 6 Citizenship or Place of Organization Delaware 7 Sole Voting Power Number of 319,388 Shares Beneficially 8 Shared Voting Power Owned By 0 Each Reporting 9 Sole Dispositive Power Person 319,388 With 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 319,388 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares* |_| 13 Percent of Class Represented By Amount in Row (11) 6.7% 14 Type of Reporting Person* IA Page 2 of 5 Pages This Amendment No. 1 to the original statement of beneficial ownership on Schedule 13D filed by the Reporting Person on September 9, 1998 has been prepared to report (i) the acquisition by the Reporting Person of additional shares in the Issuer and (ii) additional information regarding the Reporting Person's purpose, plans and proposals behind the acquisitions. Defined terms used herein that are not otherwise defined herein have the meanings ascribed to them in the Reporting Person's original Schedule 13D filing. Item 3. Source and Amount of Funds or Other Consideration ------------------------------------------------- All of the $577,576 used to make the purchase of the 78,400 additional Shares acquired by the Reporting Person came from the working capital of the investment funds and managed accounts directed by the Reporting Person. Item 4. Purpose of Transaction ---------------------- Item 4 is supplemented with the following information: The Reporting Person has acquired 78,400 additional Shares (1.65% of the outstanding) for investment purposes. The Reporting Person has been in communication with management of the Issuer concerning the direction of the Issuer. The Reporting Person has made a number of suggestions to the management of the Issuer, including: - Conducting (at the management and Board level) a review of the strategic direction of the Issuer with a view to adopting and implementing a specific strategic plan to replace the plan annunciated (but never fully implemented) in the Issuer's annual report for 1993, such review to consider acquisition opportunities (particularly in the U.S.) and possible divestitures (particularly in Europe); - Considering the possible appointment of the Issuer's President\Chief Operating Officer to the Board of the Issuer; and - Strengthening the Issuer's finance department by adding new or additional finance executives. In addition, the Reporting Person has formally requested that the Issuer appoint Mr. Soukup to the Issuer's Board. Depending upon market conditions, the availability of financing and such other circumstances as the Reporting Person deems relevant, the Reporting Person may acquire additional Shares (in private or open-market transactions) or sell some or all of its Shares. Except as discussed in the foregoing three paragraphs, the Reporting Person has no specific plans or proposals which relate to or would result in any events, actions or conditions specified in paragraphs (a) through (j) of the instructions to Item 4 of Schedule 13(D) or any similar action, event or condition. Page 3 of 5 Pages Item 5. Interest in Securities of the Issuer ------------------------------------ Items 5(a), (b), and (c) are amended as follows: (a) The Reporting Person may be deemed to beneficially own 319,388 Shares (which constitute approximately 6.7% of the Issuer). (b) The Reporting Person has sole voting and dispositive power with respect to the 319,388 Shares it may be deemed to beneficially own. (c) Since the date of the filing of the original statement of beneficial ownership on Schedule 13D, accounts managed by the Reporting Person purchased on the dates, in the amounts and at the prices set forth on Exhibit A annexed hereto and incorporated by reference herein. All of such purchases were made on the open market. Item 7. Material to be Filed as Exhibits -------------------------------- Exhibit A: Transactions in Shares of Common Stock since the previous filing on Schedule 13D. 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. Dated: October 14, 1998 LIONHEART GROUP, INC. By: /s/ C. Duncan Soukup --------------------------- C. Duncan Soukup, President Page 4 of 5 Pages EX-99.A 2 TRANSACTIONS IN SHARES OF COMMON STOCK SINCE PREVIOUS SCHEDULE 13D FILING EXHIBIT A --------- Transactions in Shares of Common Stock Since Previous Schedule 13D Filing ---------------------------------- Date Buy/Sell Total Cost (per - ---- -------- ----- share, in dollars) --------- 09/15/98 Buy 3,200 8.00 09/16/98 Buy 40,200 7.9223 10/08/98 Buy 23,000 6.50 10/12/98 Buy 5,000 7.00 10/13/98 Buy 7,000 7.00 Page 5 of 5 Pages -----END PRIVACY-ENHANCED MESSAGE-----