-----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, TVd8oTNLqmzs6nx+pgPUXK5dzGQsw4opSkSJSICDbPk/CW/fILL5tmm+gN1+I3tC Rl2YEI75XyQ2nWJzuFXnAQ== 0000899140-97-000550.txt : 19970730 0000899140-97-000550.hdr.sgml : 19970730 ACCESSION NUMBER: 0000899140-97-000550 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970729 SROS: NASD GROUP MEMBERS: BOSTON PROVIDENT PARTNERS, L.P. GROUP MEMBERS: JAY SPELLMAN GROUP MEMBERS: KRAMER SPELLMAN L P ET AL GROUP MEMBERS: ORIN S. KRAMER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RESOURCE AMERICA INC CENTRAL INDEX KEY: 0000083402 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 720654145 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-12039 FILM NUMBER: 97647358 BUSINESS ADDRESS: STREET 1: 1521 LOCUST STREET CITY: PHILADELPHIA STATE: PA ZIP: 19102 BUSINESS PHONE: 2155465005 MAIL ADDRESS: STREET 1: 2876 SOUTH ARLINGTON ROAD CITY: AKRON STATE: OH ZIP: 44312 FORMER COMPANY: FORMER CONFORMED NAME: RESOURCE EXPLORATION INC DATE OF NAME CHANGE: 19890214 FORMER COMPANY: FORMER CONFORMED NAME: SMTR CORP DATE OF NAME CHANGE: 19700522 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KRAMER SPELLMAN L P ET AL CENTRAL INDEX KEY: 0000931328 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2050 CENTER AVE CITY: FORT LEE STATE: NJ ZIP: 07024 SC 13D/A 1 SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) Resource America, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 761195205 (CUSIP Number) Orin S. Kramer Kramer Spellman, L.P. 2050 Center Avenue, Suite 300 Fort Lee, New Jersey 07024 (201) 592-1234 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 28, 1997 (Date of Event which Requires Filing 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 Rule 13d-1(b)(3) or (4), check the following box [ ]. Page 1 of 11 SCHEDULE 13D CUSIP No. 761195205 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Kramer Spellman, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Not Applicable a[ ] b[ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS* OO 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 None 8. SHARED VOTING POWER SHARES BENEFICIALLY 508,500 OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON None WITH 10. SHARED DISPOSITIVE POWER 508,500 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 508,500 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.21% 14. TYPE OF REPORTING PERSON* PN SCHEDULE 13D CUSIP No. 761195205 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Orin S. Kramer 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Not Applicable a[ ] b[ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS* OO 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States 7. SOLE VOTING POWER 1,800 8. SHARED VOTING POWER SHARES BENEFICIALLY 508,500 OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON 1,800 WITH 10. SHARED DISPOSITIVE POWER 508,500 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 510,300 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.25% 14. TYPE OF REPORTING PERSON* IN SCHEDULE 13D CUSIP No. 761195205 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Jay Spellman 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Not Applicable a[ ] b[ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS* OO 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States 7. SOLE VOTING POWER None 8. SHARED VOTING POWER SHARES BENEFICIALLY 508,500 OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON None WITH 10. SHARED DISPOSITIVE POWER 508,500 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 508,500 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.21% 14. TYPE OF REPORTING PERSON* IN SCHEDULE 13D CUSIP No. 761195205 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Boston Provident Partners, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Not Applicable a[ ] b[ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS* OO 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 292,200 8. SHARED VOTING POWER SHARES BENEFICIALLY None OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON 292,200 WITH 10. SHARED DISPOSITIVE POWER None 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 292,200 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.44% 14. TYPE OF REPORTING PERSON* PN This statement amends and supplements the information set forth in the Schedule 13D filed by the Reporting Persons (as defined therein) with the Securities and Exchange Commission (the "Commission") on January 6, 1997 as amended by Amendment No. 1 filed with the Commission on January 16, 1997, as amended by Amendment No. 2 filed with the Commission on February 14, 1997, as amended by Amendment No. 3 filed with the Commission on March 5, 1997 and constitutes Amendment No. 4 to the Schedule 13D. Capitalized terms used herein without definition shall have the meaning assigned to such terms in the Schedule 13D. Item 3. Sources and Amounts of Funds or Other Consideration The first sentence of Item 3 is revised and amended in its entirety as set forth below: The Partnerships and Managed Accounts expended an aggregate of approximately $9,436,136 (including brokerage commissions, if any) to purchase the 508,500 shares of Common Stock held by them. Mr. Kramer expended an aggregate of approximately $43,371 to purchase the additional 1,800 shares of Common Stock held by him and in trust for his minor children. Item 5. Interest in Securities of the Issuer Item 5 is revised and amended in its entirety to read as set forth below: (a)-(b) On the date of this Statement: (i) Mr. Kramer has beneficial ownership for purposes of Section 13(d) of the Securities Exchange Act of 1934 ("Beneficial Ownership") of 508,500 shares of Common Stock by virtue of his position as one of the two general partners of KS. Such shares represent 11.21% of the issued and outstanding Common Stock. Mr. Kramer shares voting power and dispositive power over the Common Stock with Mr. Spellman and KS. In addition, Mr. Kramer has Beneficial Ownership of 1,800 shares of Common Stock that are held in his name as well as in trust for his minor children. Such shares represent less than an additional 1% of the issued and outstanding Common Stock. (ii) Mr. Spellman has Beneficial Ownership of 508,500 shares of Common Stock by virtue of his position as one of the two general partners of KS. Such shares represent 11.21% of the issued and outstanding Common Stock. Mr. Spellman shares voting power and dispositive power over the Common Stock with Mr. Kramer and KS. (iii) KS has Beneficial Ownership of 508,500 shares of Common Stock by virtue of its position as general partner of, or discretionary investment manager to, the Partnerships and Managed Accounts, as the case the may be, holding such shares of Common Stock. Such shares represent 11.21% of the issued and outstanding Common Stock. KS shares voting power and dispositive power over such shares with Mr. Kramer and Mr. Spellman. (iv) Boston Provident Partners, L.P. has Beneficial Ownership of 292,200 shares of Common Stock by virtue of its sole ownership of such shares of Common Stock. Such shares represent 6.44% of the issued and outstanding Common Stock. The percentages used herein are calculated based upon the 3,553,380 shares of Common Stock stated to be issued and outstanding as reflected in the Company's Form 10-Q for the fiscal quarter ended March 31, 1997 and the issuance of 983,150 shares of Common Stock upon the exercise of warrants, which was reported by the Company on July 28, 1997. (c) The trading dates, number of shares purchased or sold and the average price per share (including commissions, if any) for all transactions by the Reporting Persons for the past 60 days are set forth in Schedule I hereto. All such transactions were over-the-counter and effected by Mr. Kramer for himself and his minor children. The change in the Reporting Persons ownership percentage primarily results from the issuance by the Company of shares of Common Stock upon the exercise of warrants. The Reporting Persons have not sold any shares of Common Stock during the past 60 days. (d) No person other than each respective record owner referred to herein of shares of Common Stock is known to have the right to receive or the power to direct the receipt of dividends from or the proceeds of sale of shares of Common Stock, except that the respective shareholders, partners or owners as relevant, of the Partnerships and the Managed Accounts have the right to participate in the receipt of dividends from or proceeds of the sale of, the shares of Common Stock held for their respective accounts. Boston Provident Partners, L.P. is known to have the right to receive or the power to direct the receipt of dividends from or the proceeds of sale of shares of Common Stock. (e) Not applicable. Item 7. Material to be Filed as Exhibits Joint Filing Agreement among KS, Mr. Kramer, Mr. Spellman and Boston Provident Partners, L.P. dated January 15, 1997 (filed as Exhibit 99 to Amendment No. 1 and incorporated herein by reference). 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. July 29, 1997 KRAMER SPELLMAN L.P. By: /s/ Orin S. Kramer Name: Orin S. Kramer Title: a General Partner By: /s/ Jay Spellman Name: Jay Spellman Title: a General Partner /s/ Orin S. Kramer Orin S. Kramer /s/ Jay Spellman Jay Spellman BOSTON PROVIDENT PARTNERS, L.P. By: Kramer Spellman, L.P. By: /s/ Orin S. Kramer Name: Orin S. Kramer Title: a General Partner By: /s/ Jay Spellman Name: Jay Spellman Title: a General Partner Schedule I Date Shares Purchased Price Per Share 6/11/97 1,000 $22.802 6/26/97 800 25.711 -----END PRIVACY-ENHANCED MESSAGE-----