-----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, WBL/R173vYfQYZM7nG6xcME/Sx3f5lQwfykwoIwHbFlc898Fq1BnClRzfZOFot7o L3qKKakxRWR5dkf1wymtfQ== 0000943663-96-000142.txt : 19960612 0000943663-96-000142.hdr.sgml : 19960612 ACCESSION NUMBER: 0000943663-96-000142 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960607 SROS: AMEX GROUP MEMBERS: CUNDILL VALUE FUND GROUP MEMBERS: F. PETER CUNDILL GROUP MEMBERS: PETER CUNDILL & ASSOCIATES LTD ET AL GROUP MEMBERS: PETER CUNDILL & ASSOCIATES LTD. ET. AL SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ELSINORE CORP CENTRAL INDEX KEY: 0000311049 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 880117554 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-31142 FILM NUMBER: 96578461 BUSINESS ADDRESS: STREET 1: 202 FREMONT ST CITY: LAS VEGAS STATE: NV ZIP: 89101 BUSINESS PHONE: 7023854011 MAIL ADDRESS: STREET 1: 202 FREMONT ST CITY: LAS VEGAS STATE: NV ZIP: 89101 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PETER CUNDILL & ASSOCIATES LTD ET AL CENTRAL INDEX KEY: 0000925925 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O 101 SOUTH HANLEY SUITE 1600 CITY: ST. LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 314-862-1200 MAIL ADDRESS: STREET 1: 101 SOUTH HANLEY STREET 2: SUITE 1600 CITY: ST. LOUIS STATE: MO ZIP: 63105 SC 13D/A 1 AMENDMENT NO. 6 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6 ) ELSINORE CORPORATION (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 290308 20 4 (CUSIP Number) Jeffrey L. Steele, Esq., 1500 K Street, N.W. Washington, D.C. 20005 (202) 626-3314 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 4, 1996 (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 . Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) 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). SCHEDULE 13D NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 1 Peter Cundill & Associates (Bermuda) Ltd. N/A 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) x 3 SEC USE ONLY 4 SOURCE OF FUNDS: OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e): / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION: Bermuda NUMBER OF 7 Sole Voting Power: 761,900 SHARES 8 Shared Voting Power: 0 BENEFICIALLY 9 Sole Dispositive Power: 761,900 OWNED BY 10 Shared Dispositive Power: 0 EACH REPORTING PERSON WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 761,900 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 4.79% 14 TYPE OF REPORTING PERSON: CO, IA (Canadian) SCHEDULE 13D NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 1 Cundill Value Fund N/A 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) x 3 SEC USE ONLY 4 SOURCE OF FUNDS: OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e): / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION: British Columbia, Canada NUMBER OF 7 Sole Voting Power: 0 SHARES 8 Shared Voting Power: 761,900 BENEFICIALLY 9 Sole Dispositive Power: 0 OWNED BY 10 Shared Dispositive Power: 761,900 EACH REPORTING PERSON WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 761,900 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 4.79% 14 TYPE OF REPORTING PERSON: OO SCHEDULE 13D NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 1 Peter Cundill Holdings (Bermuda) Ltd. N/A 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) x 3 SEC USE ONLY 4 SOURCE OF FUNDS: OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e): / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION: Bermuda NUMBER OF 7 Sole Voting Power: 0 SHARES 8 Shared Voting Power: 761,900 BENEFICIALLY 9 Sole Dispositive Power: 0 OWNED BY 10 Shared Dispositive Power: 761,900 EACH REPORTING PERSON WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 761,900 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 4.79% 14 TYPE OF REPORTING PERSON: HC SCHEDULE 13D NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 1 F. Peter Cundill N/A 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) x 3 SEC USE ONLY 4 SOURCE OF FUNDS: OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e): / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION: Canada NUMBER OF 7 Sole Voting Power: 0 SHARES 8 Shared Voting Power: 761,900 BENEFICIALLY 9 Sole Dispositive Power: 0 OWNED BY 10 Shared Dispositive Power: 761,900 EACH REPORTING PERSON WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 761,900 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 4.79% 14 TYPE OF REPORTING PERSON: IN This Amendment No. 6 to Statement on Schedule 13D heretofore filed on December 13, 1990, as amended by Amendment No. 1 filed on January 7, 1993, Amendment No. 2 filed on May 19, 1993, Amendment No. 3 filed on June 17, 1993, Amendment No. 4 filed on February 24, 1995, and Amendment No. 5 filed May 18, 1995, is being filed by Peter Cundill & Associates (Bermuda) Ltd., a Bermuda corporation ("PCB"), Cundill Value Fund, an unincorporated mutual fund trust governed by the laws of British Columbia (which is the continuation of and successor to Cundill Value Fund Ltd.) ("Value Fund"), Peter Cundill Holdings (Bermuda) Ltd., a Bermuda corporation ("Holdings"), and F. Peter Cundill, a Canadian citizen residing in England ("Cundill") (PCB, Value Fund, Holdings and Cundill are sometimes also referred to herein individually as a "Reporting Person" and collectively as the "Reporting Persons"), to reflect amendments to Items 3 and 5. ITEM 3 IS HEREBY AMENDED AND RESTATED TO READ AS FOLLOWS IN ITS ENTIRETY: Item 3. Source and Amount of Funds or Other Consideration. The Shares herein reported as being beneficially owned by the Reporting Persons were acquired as follows: (1) Acting on behalf of Value Fund, PCB purchased a total of 761,900 Shares in open market transactions for an aggregate consideration (exclusive of brokers' commissions) of $963,997.58. To the best knowledge of the Reporting Persons, the funds used in such purchases were from Value Fund's existing available investment capital and none of the consideration for such Shares was represented by borrowed funds. Individually PCB does not beneficially own 5% or more of the Shares. Due to the investment management services provided by PCB to Value Fund, PCB could be deemed a beneficial owner of all Shares purchased in the transactions described in subitem (1) above. All dollar amounts are in United States dollars. ITEM 5 IS HEREBY AMENDED AND RESTATED TO READ AS FOLLOWS IN ITS ENTIRETY: Item 5. Interest in Securities of the Issuer. The number of Shares which may be deemed to be beneficially owned by the Reporting Persons are as follows: Shares Deemed to be Nature of Percentage Beneficially Owned By: Ownership of Class (A) PCB: 761,900 Sole Voting and Sole Dispositive Power (1) 4.79% (B) Value Fund: 761,900 Shared Voting and Shared Dispositive Power (1) 4.79% (C) Holdings: 761,900 Shared Voting and Shared Dispositive Power (2) 4.79% (D) Cundill: 761,900 Shared Voting and Shared Dispositive Power (3) 4.79% (1) Such Shares are owned by Value Fund, the investment portfolio of which entity is managed by PCB. PCB has sole dispositive power and sole voting power under an agreement dated as of June 1, 1995. The economic interest in such Shares is held by Value Fund. (2) Holdings, because it owns a controlling portion of the outstanding stock of PCB, could be deemed to share the power to vote and dispose or direct the disposition of such Shares. (3) Cundill, because he owns a controlling portion of the outstanding stock of Holdings, which owns a controlling portion of the outstanding stock of PCB, could be deemed to share the power to vote and dispose or direct the disposition of such Shares. THE FOLLOWING PARAGRAPH IS HEREBY ADDED TO ITEM 5 IN ORDER TO UPDATE INFORMATION CONCERNING TRANSACTIONS IN THE SHARES: TRANSACTIONS No transactions in the Shares have been effected by the Reporting Persons or to the best knowledge of the Reporting Persons, by any executive officer, director, affiliate or subsidiary thereof during the last 60 days, except the following transactions, each of which was made in a broker's transaction in the open market. Reporting Sale/ No. of Price Per Person Purchase Date Shares Share PCB on Sale 6/4/96 42,000 $0.625 behalf of Value Fund Item 5(e) As of June 4, 1996, the Reporting Persons ceased to be the beneficial owners of more than 5% of the subject Shares. Item 7. Materials Filed as Exhibits. Exhibit 1 - Power of Attorney for Cundill Value Fund. SIGNATURES The undersigned certify, after reasonable inquiry and to the best knowledge and belief of the undersigned, that the information set forth in this Statement is true, complete and correct. The undersigned agree to the filing of this single Amendment No. 6 to Statement on Schedule 13D. PETER CUNDILL & ASSOCIATES (BERMUDA) LTD. Date: June 7, 1996 By: /s/Patrick W.D. Turley Patrick W.D. Turley Attorney-in-Fact* PETER CUNDILL HOLDINGS (BERMUDA) LTD. Date: June 7, 1996 By: Patrick W.D. Turley Attorney-in-Fact* F. PETER CUNDILL Date: June 7, 1996 By: Patrick W.D. Turley Attorney-in-Fact* CUNDILL VALUE FUND Date: June 7, 1996 By: Patrick W.D. Turley Attorney-in-Fact** * Pursuant to Power of Attorney on file with the Commission and incorporated by reference herein. ** Pursuant to Power of Attorney filed herein. EXHIBIT 1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned, Cundill Value Fund, by its manager, Peter Cundill & Associates Ltd., constitutes and appoints Jeffrey L. Steele, Allan S. Mostoff, Paul F. Roye and Patrick W.D. Turley, and each of them, its true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for it in its name, place, and stead, to sign any and all documents and materials of each type and any amendments or supplements thereto, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, or the securities administrator of any jurisdiction, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as a duly authorized representative might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof. Cundill Value Fund on its behalf by Peter Cundill & Associates Ltd. DATED: June 6, 1996 Per:Mark C. Stevens President and C.E.O. -----END PRIVACY-ENHANCED MESSAGE-----