-----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, AFb1RVqvhre6CZQUa284MFx2oOARMSgLz03h9qcQgtD5QwzRghJnuZl7TJhuYM8q kLuo3fecUImF49cX/XCHFw== 0001014909-01-500061.txt : 20010514 0001014909-01-500061.hdr.sgml : 20010514 ACCESSION NUMBER: 0001014909-01-500061 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010511 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HEILIG MEYERS CO CENTRAL INDEX KEY: 0000046601 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FURNITURE STORES [5712] IRS NUMBER: 540558861 STATE OF INCORPORATION: VA FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-12377 FILM NUMBER: 1630689 BUSINESS ADDRESS: STREET 1: 12560 W CREEK PKWY CITY: RICHMOND STATE: VA ZIP: 23238 BUSINESS PHONE: 8047847300 MAIL ADDRESS: STREET 1: 2235 STAPLES MILL RD CITY: RICHMOND STATE: VA ZIP: 23230 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: B&C INVESTMENTS LLC CENTRAL INDEX KEY: 0001121975 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 300 UNION BOULEVARD STREET 2: SUITE 350 CITY: LAKEWOOD STATE: CO ZIP: 80228 BUSINESS PHONE: 3039850308 SC 13D/A 1 am3_sched13d.txt AMEND. NO. 3 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) Heilig-Meyers Company --------------------- (Name of Issuer) Common Stock, $2.00 par value ------------------------------ (Title of Class of Securities) 422893-10-7 -------------- (CUSIP Number) David C. Roos, Esq. Moye, Giles, O'Keefe, Vermeire & Gorrell, LLP 1225 Seventeenth Street, 29th Floor Denver, Colorado 80202 (303) 292-2900 -------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 1, 2001 ------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13D to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 for other parties to whom copies are to be sent. *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 8 Pages CUSIP NO.: 422893-10-7 13D Page 2 of 8 Pages 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) B & C Investments, LLC I.R.S. Identification Number: 84-1554615 - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [X] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 USE SOURCE OF FUNDS (See Instructions) WC - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Colorado - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER: 3,925,000 NUMBER OF ----------------------------------------------------------------- SHARES BENEFICIALLY 8 SHARED VOTING POWER: -0- OWNED BY ----------------------------------------------------------------- EACH REPORTING 9 SOLE DISPOSITIVE POWER: 3,925,000 PERSON ----------------------------------------------------------------- WITH 10 SHARED DISPOSITIVE POWER: -0- - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,925,000 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) 00 - -------------------------------------------------------------------------------- CUSIP NO.: 422893-10-7 13D Page 3 of 8 Pages 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Barney D. Visser - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [X] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 USE SOURCE OF FUNDS (See Instructions) PF - -------------------------------------------------------------------------------- 5 CHECK 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: -0- NUMBER OF ----------------------------------------------------------------- SHARES BENEFICIALLY 8 SHARED VOTING POWER: 3,925,000 OWNED BY ----------------------------------------------------------------- EACH REPORTING 9 SOLE DISPOSITIVE POWER: -0- PERSON ----------------------------------------------------------------- WITH 10 SHARED DISPOSITIVE POWER: 3,925,000 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,925,000 (1) - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) IN - -------------------------------------------------------------------------------- (1) Includes 3,925,000 shares owned directly by B & C Investments, LLC. Mr. Visser is a 50% controlling member of Furniture Row, LLC, the sole member of B & C Investments, LLC, and may be deemed to beneficially own the shares of common stock owned by B & C Investments, LLC. CUSIP NO.: 422893-10-7 13D Page 4 of 8 Pages 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Daniel J. Visser - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [X] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 USE SOURCE OF FUNDS (See Instructions) PF - -------------------------------------------------------------------------------- 5 CHECK 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: 5,000 NUMBER OF ----------------------------------------------------------------- SHARES BENEFICIALLY 8 SHARED VOTING POWER: -0- OWNED BY ----------------------------------------------------------------- EACH REPORTING 9 SOLE DISPOSITIVE POWER: 5,000 PERSON ----------------------------------------------------------------- WITH 10 SHARED DISPOSITIVE POWER: -0- - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,000 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) less than 1% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) IN - -------------------------------------------------------------------------------- CUSIP NO.: 422893-10-7 13D Page 5 of 8 Pages ITEM 1. SECURITY AND ISSUER This Amendment No. 3 to the Schedule 13D filed with the Commission on August 18, 2000 is to report the disposition of shares of the common stock, $2.00 par value per share (the "Common Stock"), of Heilig-Meyers Company, a Virginia corporation (the "Issuer"), by the Reporting Persons. The issuer's principal executive offices are located at 12560 West Creek Parkway, Richmond, VA 23238. ITEM 2. IDENTITY AND BACKGROUND The persons filing this statement are B & C Investments, LLC, Barney D. Visser and Daniel J. Visser (collectively, the "Reporting Persons"). Gerald W. Meyering was named as a Reporting Person in the initial Schedule 13D filed with the Commission on August 18, 2000. In Amendment No. 1 to the Schedule 13D filed with the Commission on March 5, 2001, it was reported that Mr. Meyering had sold all of his share ownership of the Issuer. Consequently, Mr. Meyering is no longer subject to the reporting obligations of Rule 13d-1. B & C Investments, LLC is a Colorado limited liability company, whose principal business is investing in various companies. The principal office of B & C Investments, LLC is located at 300 Union Blvd., Suite 350, Lakewood, Colorado 80228. Barney D. Visser is a citizen of the United States whose business address is 13333 E. 37th Avenue, Denver, Colorado 80239. Mr. Visser is a 50% controlling member of Furniture Row, LLC, a Colorado limited liability company, whose principal business is acting as a holding company for numerous subsidiaries which are engaged in the retail home furnishings business. Furniture Row, LLC is the sole member of B & C Investments, LLC. Daniel J. Visser is a citizen of the United States whose business address is 13333 E. 37th Avenue, Denver, Colorado 80239. Mr. Visser is an officer of Denver Mattress Company, a subsidiary of Furniture Row, LLC, which is the sole member of B & C Investments, LLC. Additionally, Mr. Visser is the son of Barney D. Visser. During the last five years, B & C Investments, LLC, Barney D. Visser and Daniel J. Visser have not: (a) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (b) been a party to a civil proceeding or administrative body of competent jurisdiction as a result of which it/he is or was 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. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION B & C Investments, LLC funded its purchases of the Issuer's Common Stock from its own working capital. Daniel J. Visser funded his purchases of the Issuer's Common Stock with personal funds. None of the funds used by any of the Reporting Persons to purchase the Common Stock consisted of funds or other consideration borrowed or otherwise obtained for the purpose of acquiring, holding, trading or voting the shares of common stock. CUSIP NO.: 422893-10-7 13D Page 6 of 8 Pages ITEM 4. PURPOSE OF TRANSACTION All of the shares of Common Stock beneficially owned by the Reporting Persons were initially acquired by the Reporting Persons for investment purposes. Each of the Reporting Persons may make further sales or purchases of the shares of the Issuer's Common Stock from time to time. None of the Reporting Persons has any current plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (b) through (j), inclusive, of the instructions to Item 4 of Schedule 13D. However, each of the Reporting Persons intend to continuously review its/his investment in the Issuer, and may, at any time and from time to time, review or reconsider its/his position and formulate plans or proposals that relate to, might result in, or have the purpose or effect of changing or influencing control of the Issuer, or that relate to or would result in any of the other events enumerated in the instructions to Item 4 of Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) B & C Investments, LLC may be deemed to beneficially own 3,925,000 shares of the Issuer's Common Stock. Based on the relationships described in Item 2 above, Barney D. Visser may be deemed to beneficially own the 3,925,000 shares of Common Stock owned by B & C Investments, LLC. Daniel J. Visser may be deemed to beneficially own 5,000 shares of the Issuer's Common Stock. Mr. Visser disclaims any beneficial ownership of any other person's securities reported under this Schedule 13D, and this Schedule 13D shall not be deemed an admission that Mr. Visser is the beneficial owner of such securities for the purposes of Section 16 or for any other purpose. (b) B & C Investments, LLC has sole voting and dispositive power over 3,925,000 shares of Common Stock. Barney D. Visser has shared voting and dispositive power over the 3,925,000 shares of Common Stock owned by B & C Investments, LLC. Daniel J. Visser has sole voting and dispositive over all 5,000 shares of the Issuer's Common Stock owned by him. (c) The trading dates, number of shares of Common Stock sold and the price per share of Common Stock for all transactions related to the shares of common stock owned by the Reporting Persons which were effected since the filing of Amendment No. 2 to Schedule 13D are set forth on Schedule 1 hereto and are incorporated herein by reference. All sales were made in the open market. There were no purchases of the Issuer's Common Stock effected in the past sixty (60) days by the Reporting Persons. CUSIP NO.: 422893-10-7 13D Page 7 of 8 Pages (d) Each of the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale, the shares of Common Stock owned directly by it/him. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Pursuant to Rule 13d-1(k), the Reporting Persons have entered into an agreement to the joint filing of the initial Schedule 13D and any amendment or amendments hereto, which was filed as Exhibit 1 to the initial Schedule 13D filing with the Commission on August 18, 2000 and which is incorporated herein by reference. Except as described herein, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 hereof and between such persons and any person with respect to any securities of the Issuer, including, but not limited to, transfer or voting of any other securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. A written agreement relating to joint filing as required by Rule 13d-1(k) was filed as Exhibit 1 to the initial Schedule 13D filed with the Commission on August 18, 2000 and is incorporated herein by reference. SIGNATURE After reasonable inquiry and to the best of each of the undersigned's knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: May 11, 2001 B & C INVESTMENTS, LLC By: Furniture Row, LLC, sole Member By: /s/ Gregory A. Ruegsegger ---------------------------------- Gregory A. Ruegsegger, Vice President and General Counsel Dated: May 11, 2001 /s/ Barney D. Visser ------------------------------------------ Barney D. Visser Dated: May 11, 2001 /s/ Daniel J. Visser ------------------------------------------ Daniel J. Visser CUSIP NO.: 422893-10-7 13D Page 8 of 8 Pages SCHEDULE 1 Date of Number of Price Reporting Person Transaction Shares Sold Per Share - ---------------- ----------- ----------- --------- B & C Investments, LLC 4/23/01 175,000 $0.0250 4/24/01 25,000 $0.03 4/25/01 50,000 $0.0250 4/26/01 30,000 $0.0270 4/27/01 50,000 $0.0270 4/27/01 50,000 $0.0270 4/30/01 100,000 $0.02 5/1/01 200,000 $0.0230 5/2/01 35,000 $0.280 5/2/01 75,000 $0.210 5/3/01 100,000 $0.0225 ------- 890,000 ======= Daniel J. Visser - no transactions have been effected since the filing of Amendment No. 2 to Schedule 13D. -----END PRIVACY-ENHANCED MESSAGE-----