-----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, VyBCP7jSbNUD+tXn/VEF1F/UUAab27zmN4fzFguaiPtwMdChQpqKFG/4lKnqwn7L jK20tGMK0tcrdqoJcec2Lw== 0000906280-97-000098.txt : 19970523 0000906280-97-000098.hdr.sgml : 19970523 ACCESSION NUMBER: 0000906280-97-000098 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970522 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: 3 D SYSTEMS CORP CENTRAL INDEX KEY: 0000910638 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 954431352 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-50669 FILM NUMBER: 97613030 BUSINESS ADDRESS: STREET 1: 26081 AVENUE HALL CITY: VALENCIA STATE: CA ZIP: 91355 BUSINESS PHONE: 8052955600 MAIL ADDRESS: STREET 1: 26081 AVENUE HALL CITY: VALENCIA STATE: CA ZIP: 91355 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LOEWENBAUM G WALTER II CENTRAL INDEX KEY: 0001039752 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 111 CONGRESS STREET 2: STE 1600 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 8009449518 MAIL ADDRESS: STREET 1: 111 CONGRESS STREET 2: STE 1600 CITY: AUSTIN STATE: TX ZIP: 78701 SC 13D 1 Page 1 of 11 Pages CUSIP No. 88554D205 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 3D Systems Corporation (Name of Issuer) Common Stock, $.001 par value per share (Title of Class of Securities) 88554D205 (CUSIP Number) G. Walter Loewenbaum, II Southcoast Capital Corporation 111 Congress Street Suite 1600 Austin, Texas 78701 512-435-7222 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 12, 1997 (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 Rule 13d-1(b)(3) or (4), check the following box *. Page 2 of 11 Pages CUSIP No. 88554D205 1) Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person G. Walter Loewenbaum, II 2) Check the Appropriate Box if a Member of a Group (a) X (b) 3) SEC Use Only 4) Source of Funds PF 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 Number of 7) Sole Voting Power 293,882 Shares Bene- ficially Owned by 8) Shared Voting Power 93,558 Each Reporting Person With 9) Sole Dispositive Power 366,131 10) Shared Dispositive Power 103,558 11) Aggregate Amount Beneficially Owned by Each Reporting Person 469,689 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 4.13% 14) Type of Reporting Person IN Page 3 of 11 Pages CUSIP No. 88554D205 1) Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Southcoast Capital Corporation 2) Check the Appropriate Box if a Member of a Group (a) X (b) 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 - Louisiana Number of 7) Sole Voting Power 200,000 Shares Bene- ficially Owned by 8) Shared Voting Power 0 Each Reporting Person With 9) Sole Dispositive Power 200,000 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 200,000 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 1.76% 14) Type of Reporting Person BD, CO Page 4 of 11 Pages CUSIP No. 88554D205 Item 1. Security and Issuer. This statement relates to the common stock, $.001 par value per share (the "Common Stock"), of 3D Systems Corporation (the "Issuer"), a Delaware corporation. The address of the principal executive offices of the Issuer is 26081 Avenue Hall, Valencia, California 91355. Item 2. Identity and Background Names of Reporting Persons: G. Walter Loewenbaum, II Southcoast Capital Corporation ("Southcoast") Principal Business Address of Reporting Persons 111 Congress Street Suite 1600 Austin, TX 78701 Mr. Loewenbaum is a United States citizen and the Chairman of the Board and Chief Executive Officer of Southcoast. Southcoast, a Louisiana corporation, is an investment banking and broker-dealer firm. Southcoast is a wholly-owned subsidiary of Southcoast Holding Corporation, a Louisiana corporation, which is controlled by Mr. Loewenbaum and members of his immediate family. Mr. Loewenbaum and Joseph L Carrere, for whom information is provided below, are the sole directors of Southcoast Holding Corporation. Mr. Carrere is also the President (the sole executive officer) of Southcoast Holding Corporation. The principal business address of Southcoast Holding Corporation is also 111 Congress Street, Suite 1600, Austin, Texas 78701. Southcoast Holding Corporation's business is limited to serving as the holding company for Southcoast. (a), (b), and (c) Set forth below with respect to each of the directors and executive officers of Southcoast (other than Mr. Loewenbaum) is such person's name, business address and principal occupation. Each person's principal occupation is conducted with Southcoast. Name Business Present Principal Address Occupation - --------------------- -------------------------- ---------------------- David Boris 277 Park Avenue, Floor 37 Head of Investment New York, NY 10172 Banking Howard M. Brenner 277 Park Avenue, Floor 37 Vice Chairman New York, NY 10172 Joseph L. Carrere 909 Poydras Street, Suite President 1000 New Orleans, LA 70112 Matthew DiBiase 277 Park Avenue, Floor 37 Head of Trading New York, NY 10172 Diane R. McConnell 909 Poydras Street, Suite Managing 1000 Director/Sales New Orleans, LA 70112 Stephen A. Neal 909 Poydras Street, Suite Managing 1000 Director/Sales New Orleans, LA 70112 Robert D. Power 277 Park Avenue, Floor 37 Managing New York, NY 10172 Director/Syndicate Andrew M. Raggio 277 Park Avenue, Floor 37 Managing Director New York, NY 10172 John B Regan, Jr. 909 Poydras Street, Suite Managing 1000 Director/Sales New Orleans, LA 70112 Terence H. Smith 909 Poydras Street, Suite Managing 1000 Director/Sales New Orleans, LA 70112 (d) Neither Mr. Loewenbaum nor, to the best of Southcoast's knowledge, any director or executive officer of Southcoast has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the past five years. (e) Neither Mr. Loewenbaum, Southcoast nor, to the best of Southcoast's knowledge, any director or executive officer of Southcoast has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws during the past five years. (f) Each of the directors and executive officers of Southcoast is a United States citizen. Item 3. Source and Amount of Funds or Other Consideration. 397,440 of the shares of Common Stock beneficially owned by Mr. Loewenbaum were acquired with his personal funds or personal funds of his immediate family members and, to the knowledge of Mr. Loewenbaum, the 72,249 shares over which he has discretionary investment authority were purchased with the personal funds of the record owners. The shares beneficially owned by Southcoast were acquired with investment capital. No part of the consideration for the shares of Common Stock beneficially owned by the Reporting Persons was represented by funds loaned by a bank or amounts borrowed or otherwise obtained for the purpose of acquiring such Common Stock. Item 4. Purpose of Transaction. The Reporting Persons acquired the Common Stock for investment purposes. The Reporting Persons have no plans or proposals that relate to or that would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuers (a)(b)As of the date hereof, the Reporting Persons, in the aggregate, beneficially own 669,689 shares of the Common Stock, which is approximately 5.89% of the shares of the Common Stock believed to be outstanding. Of such shares, 469,689 (4.13%) are beneficially owned by Mr. Loewenbaum and 200,000 (1.76%) shares are beneficially owned by Southcoast. A total of 293,882 of Mr. Loewenbaum's shares are held with sole voting and dispositive power and he shares voting and dispositive power with his wife Lillian Loewenbaum with respect to 93,558 shares. He holds sole dispositive power only with respect to 72,249 shares and he shares dispositive power only with his mother, Joel Simon Loewenbaum with respect to 10,000 shares of which she holds the usufruct and he is the naked owner. Southcoast holds sole voting and investment power with respect to the 200,000 shares of Common Stock held by it. The following executive officers and directors of Southcoast hold the following number of shares of Common Stock, all with sole voting and investment power: Joseph L. Carrere 9,788 shares .086% Diane McConnell 2,532 shares .022% Stephen A. Neal 2,866 shares .025% Terence Smith 100 shares - To the best of Southcoast's knowledge, none of the directors or executive officers of Southcoast own any Common Stock except for the persons listed above who acquired the shares of Common Stock with personal funds, none of which were loaned by a bank or borrowed or otherwise obtained for the purpose of acquiring such Common Stock. Southcoast disclaims beneficial ownership of the shares of Common Stock held by its executive officers and directors. (c) The following transactions in the Common Stock were effected by the persons and entities listed below between March 14, 1997 and May 12, 1997. All transactions were effected on the open market. Southcoast Capital Corporation - Investment Account Date Transaction Number of Shares Price --------- ------------- ---------------- -------- 3-31-97 Bought 2,300 8 3/4 3-31-97 Bought 8,400 8 3/4 4-24-97 Bought 6,600 6.2803 5-12-97 Bought 50,000 6 9/16 Southcoast Capital Corporation - Trading Account Southcoast purchases and sells shares of Common Stock through its trading account on behalf of customers and in connection with its market making activities with respect to the Common Stock. The transactions in Southcoast's trading account between March 14, 1997 and May 12, 1997 were as follows: Date Transaction Number of Shares Price --------- ------------- ---------------- ------- 3/17/97 Bought 1,000 9 5/8 Sold 200 9 3/4 3/18/97 Bought 4,000 9 7/8 Sold 7,000 9.8514 3/19/97 Bought 1,000 10 1/4 Bought 1,000 9 7/8 Bought 4,700 10 1/8 Bought 10,000 10 Bought 1,333 9.875 Sold 18,000 10.0751 3/24/97 Bought 2,000 9 1/2 Sold 2,000 9.53 3/25/97 Bought 300 9 1/2 3/31/97 Bought 10,300 8 3/4 Sold 10,700 8 3/4 4/2/97 Bought 50,000 8 5/8 Sold 50,000 8 3/4 4/14/97 Bought 2,500 9 1/2 Sold 300 9 3/4 Sold 2,000 9 1/2 4/16/97 Bought 2,500 9 1/4 Sold 800 9 3/8 Sold 1,000 9 1/4 Sold 1,000 9 1/8 4/17/97 Bought 1,000 8 5/8 Sold 800 8 1/2 4/18/97 Bought 1,000 7 1/2 Bought 1,200 7 3/8 Bought 2,000 7 1/8 Bought 11,000 7 1/4 Bought 12,000 7 1/4 Bought 13,500 7 Bought 28,200 7 3/8 Sold 300 7 1/2 Sold 2,000 6 7/8 Sold 2,600 7 Sold 3,000 7 1/4 Sold 4,700 7 1/8 Sold 17,200 7 1/2 Sold 39,000 7.349 4/21/97 Bought 2,500 7 1/8 Bought 10,800 7 1/4 Bought 3,000 7 1/4 Sold 1,500 7 5/16 Sold 1,500 7 3/8 Sold 13,500 7.2972 4/22/97 Bought 4,000 6 7/8 Bought 5,500 6 3/4 Bought 25,000 7 Sold 34,500 7.0022 4/23/97 Bought 1,000 7 Bought 2,000 6 5/8 Bought 2,000 6 11/16 Bought 2,000 6 7/8 Bought 8,000 6 3/4 Sold 15,000 6.772 4/24/97 Bought 1,000 6 1/2 Bought 8,700 6 3/8 Bought 13,000 6 1/4 Bought 5,000 6 1/8 Sold 6,600 6.2803 Sold 21,100 6.3001 5/1/97 Bought 2,600 6 Bought 1,400 6.3150 Sold 1,400 6 3/8 Sold 100 6.1 Sold 2,500 6.225 5/2/97 Bought 6,900 6 3/16 Bought 7,000 6 1/8 Bought 24,000 6 Bought 26,000 5 7/8 Sold 2,000 6 1/8 Sold 11,900 6.04 Sold 20,000 6.042 Sold 30,000 6.034 5/6/97 Bought 18,000 6 3/16 Sold 18,000 6.25 5/7/97 Bought 5,000 7 1/8 Bought 16,800 7 Sold 3,600 7 Sold 8,100 7 1/8 Sold 10,000 7.25 5/8/97 Bought 600 6 3/4 Bought 1,000 6 3/8 Sold 600 6 5/8 Sold 1,000 6 3/8 5/9/97 Bought 5,000 6 Bought 5,000 6 1/4 Bought 20,000 6 1/2 Bought 20,500 6 1/8 Sold 2,000 6 1/16 Sold 10,000 6.1641 Sold 18,500 6.1586 Sold 20,000 6.625 5/12/97 Bought 1,000 6 7/8 Bought 43,300 6.4951 Bought 80,000 6 1/2 Sold 2,000 6 7/8 Sold 2,000 6 3/4 Sold 5,000 6.5889 Sold 7,500 6 1/2 Sold 10,000 6.58 Sold 17,500 6.5818 Sold 30,000 6.5721 Sold 50,000 6 9/160 Executive Officers and Directors of Southcoast - ---------------------------------------------- Date Transaction Number of Shares Price -------- ------------- ---------------- ------ Diane R. McConnell 5-1-97 Sold 1,400 6.315 Stephen A. Neal 4-24-97 Sold 2,000 61/8 Sold 400 61/8 Sold 400 61/8 Sold 200 61/8 G. Walter Loewenbaum, II - ------------------------- Date Transaction Number of Shares Price ------- ------------ ---------------- ------ 3/18/97 Bought 7,000 9.8514 3/19/97 Bought 18,000 10.0751 3/24/97 Bought 2,000 9.53 4/18/97 Bought 39,000 7.399 4/21/97 Bought 13,500 7.2972 4/23/97 Bought 10,000 7.0022 4/23/97 Bought 15,000 6.772 Bought 14,500 7.0022 Bought 10,000 7.0022 4/24/97 Bought 21,100 6.3001 5/2/97 Bought 11,900 6.04 Bought 10,000 6.042 Bought 10,000 6.042 Bought 30,000 6.0340 5/6/97 Bought 18,000 6.25 5/9/97 Bought 18,500 6.1586 Bought 10,000 6.1641 5/12/97 Bought 8,750 6.5818 Bought 30,000 6.5721 Bought 8,750 6.5818 Bought 5,000 6.5889 Bought 10,000 6.5300 (d) Other party with right to receive or direct receipt of dividends or proceeds: Not applicable. (e) Date Reporting Person ceased to beneficially own more than 5% of shares: Not Applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Not applicable. Item 7. Material to be Filed as Exhibits. A copy of a written agreement relating to the filing of a joint statement as required by Rule 13d-1(f) under the Securities Exchange Act of 1934 is attached hereto as Exhibit A. Page 5 of 11 Pages CUSIP No. 88554D205 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:May 21, 1997 /s/ G. Walter Loewenbaum, II -------------------------------- G. Walter Loewenbaum, II SOUTHCOAST CAPITAL CORPORATION By: /s/ G. Walter Loewenbaum, II ---------------------------------- G. Walter Loewenbaum, II Chairman and Chief Executive Officer Page 6 of 11 Pages CUSIP No. 88554D205 EXHIBIT A AGREEMENT The undersigned agree that this Schedule 13D dated May 21, 1997 relating to the shares of common stock, $0.001 par value per share, of 3D Systems Corporation, to which this Agreement is attached as Exhibit A, shall be filed on behalf of the undersigned. /s/ G. Walter Loewenbaum, II ------------------------------------ G. Walter Loewenbaum, II SOUTHCOAST CAPITAL CORPORATION By: /s/ G. Walter Loewenbaum, II ---------------------------------- G. Walter Loewenbaum, II Chairman and Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----