-----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, E95fzZXIiZBNXiMjJ6y52Cf0mFziIw116jbkmNrFsMPA58DMxE2mq+m9tyEjhmpd +rtTaz1ATpmjB5607mquSQ== 0000906344-98-000006.txt : 19980115 0000906344-98-000006.hdr.sgml : 19980115 ACCESSION NUMBER: 0000906344-98-000006 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980114 SROS: NASD GROUP MEMBERS: J.F. SHEA CO., INC., JOHN F. SHEA, PETER O. SHEA GROUP MEMBERS: SHEA EDMUND H JR SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SILICON VALLEY RESEARCH INC CENTRAL INDEX KEY: 0000708367 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942743735 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-40072 FILM NUMBER: 98506175 BUSINESS ADDRESS: STREET 1: 6360 SAN IGNACIO AVE CITY: SAN JOSE STATE: CA ZIP: 95119 BUSINESS PHONE: 4083610333 MAIL ADDRESS: STREET 1: 6360 SAN INGACIO AVE CITY: SAN JOSE STATE: CA ZIP: 95119 FORMER COMPANY: FORMER CONFORMED NAME: SILVAR LISCO DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SHEA EDMUND H JR CENTRAL INDEX KEY: 0000936570 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 655 BREA CANYON ROAD STREET 2: P O BOX 489 CITY: WALNUT STATE: CA ZIP: 91789-0489 BUSINESS PHONE: 9095949500 MAIL ADDRESS: STREET 1: 655 BREA CANYON ROAD STREET 2: P O BOX 489 CITY: WALNUT STATE: CA ZIP: 91789-0489 SC 13D/A 1 AMENDMENT NO. 3 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* SILICON VALLEY RESEARCH, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 827068-20-6 (CUSIP Number) Donald S. Scherer Howard, Rice, Nemerovski, Canady, Falk & Rabkin, A Professional Corporation Three Embarcadero Center, Suite 700 San Francisco, CA 94111 (415) 434-1600 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 30, 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 []. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) 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 12 CUSIP NO. 827068-20-6 SCHEDULE 13D Page 2 of 12 1 Name of Reporting Person J.F. SHEA CO., INC. IRS Identification No. of Above Person 94-1530032 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 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 Nevada 7 Sole Voting Power -0- NUMBER OF SHARES 8 Shared Voting Power 5,122,3671* BENEFICIALLY OWNED BY EACH REPORTING 9 Sole Dispositive Power -0- PERSON WITH 10 Shared Dispositive Power 5,122,367* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 5,122,367* 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 22.6% 14 Type of Reporting Person CO *See Item 5 below. CUSIP NO. 827068-20-6 SCHEDULE 13D Page 3 of 12 1 Name of Reporting Person JOHN F. SHEA IRS Identification No. of Above Person ###-##-#### 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 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 7 Sole Voting Power -0- NUMBER OF SHARES 8 Shared Voting Power 5,122,3671* BENEFICIALLY OWNED BY EACH REPORTING 9 Sole Dispositive Power -0- PERSON WITH 10 Shared Dispositive Power 5,122,367* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 5,122,367* 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 22.6% 14 Type of Reporting Person IN *See Item 5 below. CUSIP NO. 827068-20-6 SCHEDULE 13D Page 4 of 12 1 Name of Reporting Person EDMUND H. SHEA, JR. IRS Identification No. of Above Person ###-##-#### 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 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 7 Sole Voting Power -0- NUMBER OF SHARES 8 Shared Voting Power 5,122,3671* BENEFICIALLY OWNED BY EACH REPORTING 9 Sole Dispositive Power -0- PERSON WITH 10 Shared Dispositive Power 5,122,367* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 5,122,367* 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 22.6% 14 Type of Reporting Person IN *See Item 5 below. CUSIP NO. 827068-20-6 SCHEDULE 13D Page 5 of 12 1 Name of Reporting Person PETER O. SHEA IRS Identification No. of Above Person ###-##-#### 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 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 7 Sole Voting Power -0- NUMBER OF SHARES 8 Shared Voting Power 5,122,3671* BENEFICIALLY OWNED BY EACH REPORTING 9 Sole Dispositive Power -0- PERSON WITH 10 Shared Dispositive Power 5,122,367* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 5,122,367* 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 22.6% 14 Type of Reporting Person IN *See Item 5 below. CUSIP NO. 827068-20-6 SCHEDULE 13D Page 6 of 12 Item 1. Security and Issuer This Amendment to Schedule 13D relates to shares of common stock (the "Common Stock") of Silicon Valley Research, Inc., a California corporation (the "Issuer"). The principal executive office and mailing address of the Issuer is 6360 San Ignacio Avenue, San Jose, California 95119. Item 2. Identity and Background (a), (b) and (c) This Schedule 13D is filed on behalf of J.F. Shea Co., Inc. ("JFSCI"), John F. Shea, Edmund H. Shea, Jr. and Peter O. Shea (collectively, the "Reporting Persons"). JFSCI is a Nevada corporation whose principal business is construction, land development and venture capital investment. Its business address is 655 Brea Canyon Road, Walnut, California 91789. The names of the executive officers and directors of JFSCI, their addresses, citizenship and principal occupations are as follows: Principal Name and Citizen- Occupation Office Held Business Address ship or Employment John F. Shea 655 Brea Canyon Rd. USA President of President and Walnut, CA 91789 JFSCI Director Edmund H. 655 Brea Canyon Rd. USA Vice Shea, Jr. Walnut, CA 91789 President of Vice President JFSCI and Director Peter O. Shea 655 Brea Canyon Rd. USA Vice Vice President Walnut, CA 91789 President of and Director JFSCI James G. 655 Brea Canyon Rd. USA Secretary/ Shontere Walnut, CA 91789 Treasurer of Secretary/ JFSCI Treasurer and Director (d) To the best knowledge of the Reporting Persons, during the past five years, none of the entities or individuals identified in this Item 2 has been convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors). CUSIP NO. 827068-20-6 SCHEDULE 13D Page 7 of 12 (e) To the best knowledge of the Reporting Persons, during the past five years, none of the entities or individuals identified in this Item 2 has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in being 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 which found any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration The source of funds for the purchases of securities was the working capital of entities and the personal funds of individuals. Item 4. Purpose of Transaction The Reporting Persons acquired the securities for investment. Depending upon market conditions and other factors, the Reporting Persons may acquire additional securities of the Issuer, in the open market, in privately negotiated transactions or otherwise. Alternatively, depending upon market conditions and other factors, the Reporting Persons may, from time to time, dispose of some or all of the securities of the Issuer. Although the Reporting Persons reserve the right to develop plans or proposals in the future with respect to the following items, at the present time they have no plans or proposals that relate to or would result in any of the following: (a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or terms of directors or to fill any existing vacancies on the board; (e) Any material change in the present capitalization or dividend policy of the Issuer; (f) Any other material change in the Issuer's business or corporate structure; CUSIP NO. 827068-20-6 SCHEDULE 13D Page 8 of 12 (g) Any change in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) Causing a class of securities of the Issuer to be delisted from a national securities exchange or cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) Causing a class of equity securities of the Issuer to become eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (j) Any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer (a), (b) According to information furnished to the Reporting Persons by the Issuer, there were 20,601,673 shares of Common Stock issued and outstanding as of December 31, 1997. Based on such information, after taking into account the transactions described in Item 5(c) below, the Reporting Persons report the following direct holdings and corresponding percentage interests in the Common Stock (computed in accordance with Rule 13d-3(d)(1)(i) of the Securities Exchange Act of 1934): Shares of Shares Common Underlying Percentage Name Stock Owned Warrants Total Owned JFSCI 2,547,168 2,088,425 4,635,593 20.4% E&M RP Trust 472,258 -0- 472,258 2.3% John F. Shea 7,258 -0- 7,258 * Peter O. 7,258 -0- 7,258 * Shea _________ _________ _________ _____ Total 3,033,942 2,088,425 5,122,367 22.6% ========= ========= ========= ===== *Less than 0.1% The E&M RP Trust is a revocable trust. The trustors and trustees of the trust are Edmund H. Shea, Jr. (described above) and his wife, Mary. The address of the trust is 655 Brea Canyon Rd., Walnut, CA 91789. CUSIP NO. 827068-20-6 SCHEDULE 13D Page 9 of 12 Because voting and investment decisions with respect to the above securities may be made by or in conjunction with the other Reporting Persons, the Reporting Persons may be deemed to be members in a group, in which case each Reporting Person would be deemed to have beneficial ownership of an aggregate of 5,122,367 shares of the Common Stock, which is 22.6% of the outstanding Common Stock (computed in accordance with Rule 13d- 3(d)(1)(i) of the Securities Exchange Act of 1934). As a shareholder, director and executive officer of JFSCI, each of John F. Shea, Edmund H. Shea, Jr. and Peter O. Shea might be deemed to be the beneficial owner of the securities beneficially owned by JFSCI. Although each such person is joining in this Schedule as a Reporting Person, the filing of this Schedule shall not be construed as an admission that he or any of the other shareholders, directors or executive officers of JFSCI is, for any purpose, the beneficial owner of any of the securities that are beneficially owned by JFSCI. (c) During the last 60 days, the only transaction in securities of the Issuer by the Reporting Persons (or other persons identified in Item 2 above) was the following: On December 30, 1997 JFSCI acquired from the Issuer 839,000 shares of Common Stock and a warrant to purchase an additional 839,000 shares of Common Stock. The purchase price in this privately negotiated transaction was $0.615 for each share of Common Stock and $0.125 for each warrant share. (d) and (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer None of the Reporting Persons is a party to any contract, arrangement, understanding or relationship with respect to any securities of the Issuer, including but not limited to the transfer or voting of any securities of the Issuer, 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 Exhibit A Joint Filing Undertaking CUSIP NO. 827068-20-6 SCHEDULE 13D Page 10 of 12 Signatures 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: January 12, 1998 J.F. SHEA CO., INC., a Nevada /s/ John F. Shea corporation ______________________________ JOHN F. SHEA By: /s/ Edmund H. Shea, Jr. __________________________ /s/ Edmund H. Shea, Jr. Edmund H. Shea, Jr. ______________________________ Vice President EDMUND H. SHEA, JR. /s/ Peter O. Shea ______________________________ PETER O. SHEA CUSIP NO. 827068-20-6 SCHEDULE 13D Page 11 of 12 INDEX TO EXHIBITS Item Description Sequentially Numbered Page Exhibit A Joint Filing Undertaking 12 CUSIP NO. 827068-20-6 SCHEDULE 13D Page 12 of 12 EXHIBIT A JOINT FILING UNDERTAKING The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Amendment to Schedule 13D to evidence the agreement of the below-named parties, in accordance with rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Amendment jointly on behalf of each of such parties. Dated: January 12, 1998 J.F. SHEA CO., INC., a Nevada /s/ John F. Shea corporation ______________________________ JOHN F. SHEA By: /s/ Edmund H. Shea, Jr. __________________________ /s/ Edmund H. Shea, Jr. Edmund H. Shea, Jr. ______________________________ Vice President EDMUND H. SHEA, JR. /s/ Peter O. Shea ______________________________ PETER O. SHEA -----END PRIVACY-ENHANCED MESSAGE-----