-----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, NEjMemBAx6tQGKL9Id5oN8py1sqyQpB5iXH5W0Ppo2SZPLm1/BwVBuH3a8WxtTtu Dg0aQw28PiByzVm74cFewg== 0000950152-97-006091.txt : 19970818 0000950152-97-006091.hdr.sgml : 19970818 ACCESSION NUMBER: 0000950152-97-006091 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19970815 SROS: NONE GROUP MEMBERS: AMERICAN PHYSICIANS LIFE INSURANCE COMPANY GROUP MEMBERS: PHYSICIANS INSURANCE COMPANY OF OHIO GROUP MEMBERS: PHYSICIANS INVESTMENT COMPANY GROUP MEMBERS: PICO HOLDINGS INC /NEW GROUP MEMBERS: PICO HOLDINGS, INC. 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 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-12039 FILM NUMBER: 97664797 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: PICO HOLDINGS INC /NEW CENTRAL INDEX KEY: 0000830122 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 942723335 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 875 PROSPECT ST STREET 2: STE 301 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: 6194566022 MAIL ADDRESS: STREET 1: ONE ALMADEN BLVD STREET 2: STE 300 CITY: SAN JOSE STATE: CA ZIP: 95113-2213 FORMER COMPANY: FORMER CONFORMED NAME: CITATION INSURANCE GROUP DATE OF NAME CHANGE: 19940527 SC 13G/A 1 RESOURCE AMERICA/PICO HOLDINGS SCHEDULE 13-G/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Resource America, Inc. - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.01 par value - ------------------------------------------------------------------------------- (Title of Class of Securities) 761195205 - ------------------------------------------------------------------------------- (CUSIP Number) *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). Page 1 of 11 Pages 2 CUSIP NO. 761195205 13G PAGE 2 OF 11 PAGES 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON PICO Holdings, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) X --- (b) --- 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION California NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER None 6. SHARED VOTING POWER None 7. SOLE DISPOSITIVE POWER None 8. SHARED DISPOSITIVE POWER None 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) Not Applicable 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0% 12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) HC 3 CUSIP NO. 761195205 13G PAGE 3 OF 11 PAGES 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Physicians Insurance Company of Ohio 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) X --- (b) --- 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Ohio NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER None 6. SHARED VOTING POWER None 7. SOLE DISPOSITIVE POWER None 8. SHARED DISPOSITIVE POWER None 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) Not Applicable 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0% 12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IC 4 CUSIP NO. 761195205 13G PAGE 4 OF 11 PAGES 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON American Physicians Life Insurance Company 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) X --- (b) --- 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Ohio NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER None 6. SHARED VOTING POWER None 7. SOLE DISPOSITIVE POWER None 8. SHARED DISPOSITIVE POWER None 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) Not applicable 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0% 12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IC 5 CUSIP NO. 761195205 13G PAGE 5 OF 11 PAGES 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Physicians Investment Company 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) X --- (b) --- 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Ohio NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER None 6. SHARED VOTING POWER None 7. SOLE DISPOSITIVE POWER None 8. SHARED DISPOSITIVE POWER None 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) Not applicable 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0% 12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) HC 6 Item 1(a). Name of Issuer. - ----------------------------------- Resource America, Inc. Item 1(b). Address of Issuer's Principal Executive Offices. - -------------------------------------------------------------------- 1521 Locust Street Philadelphia, Pennsylvania 19102 Item 2(a). Name of Person Filing. - ------------------------------------------ (i) PICO Holdings, Inc. ("Holdings") which is an insurance holding company. (ii) Physicians Insurance Company of Ohio ("Physicians") which is a wholly-owned subsidiary of Holdings. (iii) American Physicians Life Insurance Company ("APL") which is an indirect wholly-owned subsidiary of Physicians. Physicians and APL are insurance companies as defined in Section 3(a)(19) of the Securities Exchange Act of 1934 (the "Act"). (iv) Physicians Investment Company ("PIC") which is a wholly-owned subsidiary of Physicians and the parent of APL. PIC was formed for the purpose of holding the shares of APL and conducts no other business. Item 2(b). Address of Principal Business Office or, if none, - --------------------------------------------------------------------- Residence of Person Filing. --------------------------- (i) Holdings: 875 Prospect Street Suite 301 La Jolla, California 92037 (ii) Physicians, APL and PIC: 13515 Yarmouth Drive, N.W. Pickerington, Ohio 43147 Item 2(c). Citizenship of Person Filing. - ------------------------------------------------- (i) California for Holdings (ii) Ohio for each of Physicians, APL and PIC Item 2(d). Title of Class of Securities. - ------------------------------------------------- Common Stock, $.01 par value Item 2(e). CUSIP Number. - --------------------------------- 761195205 6 7 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or - ----------------------------------------------------------------------------- 13d-2(b), 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) [X] Insurance Company as defined in Section 3(a)(19) of the Act -- for each of Physicians and APL (d) [ ] Investment Company registered under Section 8 of the Investment Company Act (e) [ ] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1(b)(l)(ii)(F) (g) [X] Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)(G) -- for each of Holdings and PIC (h) [X] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) -- for Holdings, Physicians, APL and PIC together Item 4. Ownership. - ------------------------------ (a) Amount Beneficially Owned: Physicians: 0 shares of Common Stock Holdings: 0 shares of Common Stock APL: 0 shares of Common Stock PIC: 0 shares of Common Stock (b) Percent of Class: Physicians: 0% Holdings: 0% APL: 0% PIC: 0% (c) Number of shares as to which person filing has: (i) Sole power to vote or to direct the vote: Physicians: 0 shares of Common Stock Holdings: 0 shares of Common Stock APL: 0 shares of Common Stock PIC: 0 shares of Common Stock 7 8 (ii) Shared power to vote or to direct the vote: Physicians: 0 shares Holdings: 0 shares APL: 0 shares PIC: 0 shares (iii) Sole power to dispose or to direct the disposition of: Physicians: 0 shares of Common Stock Holdings: 0 shares of Common Stock APL: 0 shares of Common Stock PIC: 0 shares of Common Stock (iv) Shared power to dispose or to direct the disposition of: Physicians: 0 shares Holdings: 0 shares APL: 0 shares PIC: 0 shares 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 ceased to be the beneficial owner or more than five percent of the class of securities, check the following: [X]. 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. ---------------- See Items 2(a) and 3(g) above. Please also see Exhibit 1. Item 8. Identification and Classification of Members of the Group. - ------------------------------------------------------------------------------ See Item 3(h) above. Please also see Exhibit 1. 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 acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. 8 9 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: As of August 4, 1997 PICO HOLDINGS, INC. By: /s/ James F. Mosier -------------------------------- James F. Mosier, General Counsel and Secretary Dated: As of August 4, 1997 PHYSICIANS INSURANCE COMPANY OF OHIO By: /s/ James F. Mosier -------------------------------- James F. Mosier, General Counsel and Secretary Dated: As of August 4, 1997 AMERICAN PHYSICIANS LIFE INSURANCE COMPANY By: /s/ James F. Mosier -------------------------------- James F. Mosier, General Counsel and Secretary Dated: As of August 4, 1997 PHYSICIANS INVESTMENT COMPANY By: /s/ James F. Mosier -------------------------------- James F. Mosier, Secretary 9 EX-1 2 EXHIBIT 1 1 EXHIBIT 1 --------- MEMBERS OF GROUP ---------------- Name of Corporation Classification - ------------------- -------------- PICO Holdings, Inc. Parent Holding company Physicians Insurance Company of Ohio Insurance Company American Physicians Life Insurance Company Insurance Company Physicians Investment Company Parent Holding Company For a copy of the Joint Filing Agreement, please see Exhibit 2. 10 EX-2 3 EXHIBIT 2 1 EXHIBIT 2 --------- JOINT FILING AGREEMENT In accordance with Rule 13d-1(f)(1) under the Securities Exchange Act of 1934, the persons named below hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including any amendments thereto) with respect to the shares of Common Stock of Resource America, Inc. beneficially owned by each of them and further agree that this Joint Filing Agreement be included as an exhibit to such joint filings. IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of the 4th day of August, 1997. PICO HOLDINGS, INC. By: /s/ James F. Mosier -------------------------------- James F. Mosier, General Counsel and Secretary PHYSICIANS INSURANCE COMPANY OF OHIO By: /s/ James F. Mosier -------------------------------- James F. Mosier, General Counsel and Secretary AMERICAN PHYSICIANS LIFE INSURANCE COMPANY By: /s/ James F. Mosier -------------------------------- James F. Mosier, General Counsel and Secretary PHYSICIANS INVESTMENT COMPANY By: /s/ James F. Mosier -------------------------------- James F. Mosier, Secretary 11 -----END PRIVACY-ENHANCED MESSAGE-----