-----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, N7cff3S95Azmu0ksrlfzgFkGzXJZh5oEMGQa7YcLwcEfNONe/Bpr5Rvi55wwL/Le BIfmmKORYCggmrPvTwA/VA== 0000899140-96-000348.txt : 19960725 0000899140-96-000348.hdr.sgml : 19960725 ACCESSION NUMBER: 0000899140-96-000348 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960724 SROS: NASD GROUP MEMBERS: BLAU LAWRENCE GROUP MEMBERS: MARK METZGER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTERIM SERVICES INC CENTRAL INDEX KEY: 0000914536 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 363536544 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43163 FILM NUMBER: 96598381 BUSINESS ADDRESS: STREET 1: 2050 SPECTRUM BLVD CITY: FT LAUDERDALE STATE: FL ZIP: 33309-3008 BUSINESS PHONE: 9549387600 MAIL ADDRESS: STREET 1: 2050 SPECTRUM BLVD CITY: FT LAUDERDALE STATE: FL ZIP: 33309-3008 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BLAU LAWRENCE CENTRAL INDEX KEY: 0000949266 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 520 MADISON AVE 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2128328720 MAIL ADDRESS: STREET 1: 520 MADISON AVE 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D/A 1 AMENDMENT NO. 2 TO SCHEDULE 13D 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D AMENDMENT NO. 2 Under the Securities Exchange Act of 1934 BRANDON SYSTEMS CORPORATION (subsequently merged into INTERIM SERVICES INC.) (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 45868P100 (CUSIP Number) Mark G. Ewald BEM Management, Inc. 520 Madison Avenue New York, New York 10022 (212) 832-8720 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 23, 1996 (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 [ ]. Check the following box if a fee is being paid with this statement [ ]. 2 SCHEDULE 13D CUSIP No. 45868P100 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lawrence M. Blau 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 U.S.A. 7. SOLE VOTING POWER 4,000 8. SHARED VOTING POWER SHARES BENEFICIALLY 261,360 OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON 4,000 WITH 10. SHARED DISPOSITIVE POWER 261,360 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 265,360 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.7% 14. TYPE OF REPORTING PERSON* IN 3 SCHEDULE 13D CUSIP No. 45868P100 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Mark Metzger 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 U.S.A. 7. SOLE VOTING POWER None 8. SHARED VOTING POWER SHARES BENEFICIALLY 261,360 OWNED BY REPORTING 9. SOLE DISPOSITIVE POWER PERSON None WITH 10. SHARED DISPOSITIVE POWER 261,360 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 261,360 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.6% 14. TYPE OF REPORTING PERSON* IN 4 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 August 11, 1995, as amended by Amendment No. 1 to the Schedule 13D filed with the Commission on November 22, 1995, and constitutes Amendment No. 2 to the Schedule 13D. Capitalized terms used herein without definition shall have the meaning assigned to such terms in the Schedule 13D. Item 1. Security and Issuer A second paragraph to this Item 1 is added to read as set forth below. On May 23, 1996, the Company merged into Interim Services Inc., a Delaware corporation ("Interim"). Pursuant to the Agreement and Plan of Merger, each share of Common Stock was converted into 0.88 shares of common stock, par value $.01 per share, of Interim ("Interim Common"). The principal executive offices of Interim are located at 2050 Spectrum Boulevard, Fort Lauderdale, Florida 33309. Item 2. Identity and Background The first paragraph of this Item 2 is amended in its entirety as set forth below. This Statement is being filed by (1) Lawrence M. Blau ("Mr. Blau"), a United States citizen, (a) in his individual capacity, (b) as owner of his Individual Retirement Account and (c) in his capacity as (i) one of the two managing general partners of BEM Partners, L.P., a limited partnership organized 5 under the laws of the state of Delaware ("BEM"), and (ii) chairman of BEM International Management Ltd., a corporation organized under the laws of Bermuda ("BEM International Management"), that serves as investment manager to BEM International Ltd., a corporation organized under the laws of Bermuda ("BEM International" and, together with BEM, the "Funds"); and (2) Mark Metzger ("Mr. Metzger"), a United States citizen, (a) as owner of his Individual Retirement Account and (b) in his capacity as (i) one of the two managing general partners of BEM and (ii) vice chairman of BEM International Management. Mr. Blau and Mr. Metzger are sometimes collectively referred to herein as the "Reporting Persons". The third paragraph of this Item 2 is amended in its entirety as set forth below. The shares of Interim Common which are the subject of this Statement are held by Mr. Blau (2,000 shares), Mr. Blau's Individual Retirement Account (2,000 shares), BEM (183,040 shares) and BEM International (78,320 shares). Item 3. Sources and Amounts of Funds or Other Consideration Item 3 is amended in its entirety as set forth below. Mr. Blau and the Funds expended an aggregate of approximately $5,968,493 (including brokerage commissions) to purchase the 265,360 shares of Interim Common held by them. The sources of these moneys were personal funds (in the case of shares of Interim Common held by Mr. Blau and Mr. Blau's Individual Retirement Account) and working capital (in the case of shares of Interim Common held by the Funds). 6 Item 5. Interest in Securities of the Issuer Paragraph (a) - (c) of Item 5 are amended in their entirety as set forth below. (a)-(b) On the date of this Statement: 1. Mr. Blau has beneficial ownership for purposes of Section 13(d) of the Securities Exchange Act of 1934 ("Beneficial Ownership") and sole voting and dispositive power with respect to 4,000 shares of Interim Common and Beneficial Ownership of 261,360 shares of Interim Common by virtue of his position as one of the two managing general partners of BEM and as one of the two persons responsible, through BEM International Management, for the management of the assets of BEM International. The aggregate of such shares (265,360) represent approximately 1.7% of the issued and outstanding shares of Interim Common. Mr. Blau shares with Mr. Metzger voting power and dispositive power over the 261,360 shares of Interim Common held by the Funds. 2. Mr. Metzger has Beneficial Ownership of 261,360 shares of Interim Common by virtue of his position as one of the two managing general partners of BEM and as one of the two persons responsible, through BEM International Management, for managing the assets of BEM International. Such shares represent approximately 1.6% of the issued and outstanding Interim Common. Mr. Metzger shares with Mr. Blau voting power and dispositive power over these shares of Interim Common held by the Funds. 3. The percentages used herein are calculated based upon the 15,989,000 shares of Interim Common stated to be the weighted average shares issued and outstanding for the quarter 7 ended June 28, 1996, as reflected in Interim's unaudited consolidated statement of earnings released on July 23, 1996. (c) Since the most recent filing on Schedule 13D, Mr. Blau and Mr. Blau's Individual Retirement Account each purchased 2,000 shares of Interim Common on March 13, 1996 at $37.50 per share. These purchases were effected on the Nasdaq. On April 30, 1996, Mr. Metzger's Individual Retirement Account sold 2,200 shares of Common Stock at $37.63 per share. This sale was effected on the American Stock Exchange. All prices include commissions. On May 23, 1996, pursuant to an Agreement and Plan of Merger, the 297,000 shares of Common Stock held by the Funds were converted into 261,360 shares of Interim Common. Paragraph (e) of Item 5 is amended in its entirety as set forth below. The Reporting Persons ceased to have Beneficial Ownership of more than 5% of the Interim Common on May 23, 1996 when the Company merged into Interim. 8 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 24, 1996 /s/ Lawrence M. Blau Lawrence M. Blau /s/ Mark Metzger Mark Metzger -----END PRIVACY-ENHANCED MESSAGE-----