0000905718-08-000008.txt : 20080111
<SEC-HEADER>0000905718-08-000008.hdr.sgml : 20080111
<ACCEPTANCE-DATETIME>20080111170019
ACCESSION NUMBER: 0000905718-08-000008
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20080111
DATE AS OF CHANGE: 20080111
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: SANDERS MORRIS HARRIS GROUP INC
CENTRAL INDEX KEY: 0001071341
STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282]
IRS NUMBER: 760583569
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-57743
FILM NUMBER: 08526789
BUSINESS ADDRESS:
STREET 1: 600 TRAVIS
STREET 2: SUITE 2900
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 7139934610
MAIL ADDRESS:
STREET 1: 600 TRAVIS
STREET 2: SUITE 2900
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER COMPANY:
FORMER CONFORMED NAME: PINNACLE GLOBAL GROUP INC
DATE OF NAME CHANGE: 19980930
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: TIMON PHILIP C
CENTRAL INDEX KEY: 0001080175
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: 920 EAST BALTMORE PIKE
CITY: KENNETT SQUARE
STATE: PA
ZIP: 19348
BUSINESS PHONE: 215-563-8600
MAIL ADDRESS:
STREET 1: 1515 MARKET STREET, SUITE 2000
CITY: PHILADELPHIA
STATE: PA
ZIP: 19102
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>sanders13dam4.txt
<DESCRIPTION>SC13DAM4
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE l3D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
Sanders Morris Harris Group Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common stock, $0.01 par value per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
80000Q104
- --------------------------------------------------------------------------------
(CUSIP Number)
with a copy to:
Mr. Philip C. Timon Robert G. Minion, Esq.
Endowment Capital Group, LLC Lowenstein Sandler PC
1515 Market Street, Suite 2000 65 Livingston Avenue
Philadelphia, Pennsylvania 19102 Roseland, New Jersey 07068
(215) 563-8600 (973) 597-2424
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 3, 2008
- --------------------------------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule l3G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-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 Section 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
disclosures provided in a prior cover page.
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).
<PAGE>
Cusip No. 80000Q104
- --------------------------------------------------------------------------------
1) Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only):
Mr. Philip C. Timon
- --------------------------------------------------------------------------------
2) Check the Appropriate Box if a Member of a Group (See Instructions):
(a)
(b)
- --------------------------------------------------------------------------------
3) SEC Use Only
- --------------------------------------------------------------------------------
4) Source of Funds (See Instructions): WC
- --------------------------------------------------------------------------------
5) Check if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e):
Not Applicable
- --------------------------------------------------------------------------------
6) Citizenship or Place of Organization: United States
- --------------------------------------------------------------------------------
Number of 7) Sole Voting Power: 1,599,047*
------------------------------------
Shares Beneficially 8) Shared Voting Power: 0
------------------------------------
Owned by
Each Reporting 9) Sole Dispositive Power: 1,599,047*
------------------------------------
Person With 10) Shared Dispositive Power: 0
------------------------------------
- --------------------------------------------------------------------------------
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 1,599,047*
- --------------------------------------------------------------------------------
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions): Not Applicable
- --------------------------------------------------------------------------------
13) Percent of Class Represented by Amount in Row (11): 6.4%*
- --------------------------------------------------------------------------------
14) Type of Reporting Person (See Instructions): IN
- --------------------------------------------------------------------------------
*As of January 3, 2008 (the "Reporting Date"), Endowment Capital, L.P. and Long
Drive, L.P., each a Delaware limited partnership (collectively, the "Limited
Partnerships"), own in the aggregate 1,599,047 shares of the Common stock, $0.01
par value per share (the "Shares"), Sanders Morris Harris Group Inc., a Texas
corporation (the "Company"). Endowment Capital Group, LLC, a Delaware limited
liability company ("Endowment LLC"), is the sole general partner of each of the
Limited Partnerships. Mr. Philip C. Timon (the "Reporting Person") is the sole
managing member of Endowment LLC. As a result, the Reporting Person possesses
the sole power to vote and the sole power to direct the disposition of the
Shares held by the Limited Partnerships. Pursuant to Rule 13d-3 promulgated
under the Securities Exchange Act of 1934, as amended, the Reporting Person is
deemed to be the beneficial owner of 1,599,047 Shares, or approximately 6.4%, of
the Shares deemed issued and outstanding, as of the Reporting Date. The
Reporting Person's interest in the Shares is limited to his pecuniary interest,
if any, in the Limited Partnerships.
<PAGE>
Item 2. Identity and Background
-----------------------
Item 2 is hereby amended by deleting the only paragraph thereof and
replacing it with the following:
This Statement is being filed by Mr. Philip Timon, whose business
address is 1515 Market Street, Suite 2000, Philadelphia, PA 19102, who serves as
the sole managing member of Endowment LLC, which is the sole general partner of
the Limited Partnerships, and in such capacity is principally responsible for
the management of the affairs of the Limited Partnerships. The Limited
Partnerships are each engaged in the investment in personal property of all
kinds including but not limited to capital stock, depository receipts,
investment companies, subscriptions, warrants, bonds, notes, debentures, options
and other securities and instruments of various kind and nature. Mr. Timon has
never been convicted in a criminal proceeding (excluding traffic violations and
similar misdemeanors), nor has he been a party to any civil proceeding commenced
before a judicial or administrative body of competent jurisdiction as a result
of which he was or is now 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. Mr.
Timon is a United States citizen.
Item 4. Purpose of Transaction.
----------------------
Item 4 is hereby amended by deleting the third paragraph thereof and
replacing it with the following:
The acquisition of Shares referred to in this Schedule 13D, as
amended, is for investment purposes. Mr. Timon has no present plans or
intentions which relate to or would result in any of the transactions required
to be described in Item 4 of Schedule 13D. Pursuant to Section 240.13d-1(c), as
of the Reporting Date, the Reporting Person is eligible to report, and has
reported, the Shares beneficially owned by the Reporting Person on Schedule 13G.
Please see such Schedule 13G (as the same may be amended in accordance with
applicable law) filed as of the Reporting Date for further details.
Item 5. Interest in Securities of the Issuer.
------------------------------------
Item 5 is hereby amended by deleting Item 5 in its entirety and by
substituting the following in lieu thereof:
Based upon the information set forth in the Company's Form 10-Q for
the quarterly period ending September 30, 2007, there were 25,021,797 Shares
issued and outstanding as of November 7, 2007.
As of January 3, 2008 (the "Reporting Date"), the Limited Partnerships
owned in the aggregate 1,599,047 Shares. The Reporting Person is the sole
managing member of Endowment LLC, which serves as the sole general partner of
each of the Limited Partnerships. As a result, the Reporting Person possesses
the sole power to vote and the sole power to direct the disposition of the
Shares held by the Limited Partnerships. Pursuant to Rule 13d-3 promulgated
under the Securities Exchange Act of 1934, as amended, the Reporting Person is
deemed to be the beneficial owner of 1,599,047 Shares, or approximately 6.4%, of
the issued and outstanding Shares, as of the Reporting Date.
The following table details the sale transactions, each of which were
effected in an ordinary course brokerage transaction, by the Reporting Person,
in his capacity as sole managing member of Endowment LLC, which serves as the
<PAGE>
sole general partner of the Limited Partnerships, in Shares, during the sixty
days preceding the Reporting Date:
Date Quantity Price
---- -------- -----
11/1/2007 17,700 $9.06
11/16/2007 500 $9.49
11/19/2007 4,867 $9.26
11/20/2007 2,000 $9.55
11/21/2007 3,611 $9.82
11/23/2007 200 $9.71
11/26/2007 1,432 $9.71
11/27/2007 8,188 $9.70
11/28/2007 1,200 $9.76
11/29/2007 369 $9.89
12/18/2007 6,900 $9.74
12/19/2007 1,900 $9.76
12/20/2007 499 $9.77
12/21/2007 11,000 $9.71
12/24/2007 9,332 $9.74
12/26/2007 100 $9.70
1/3/2008 738 $10.01
Except for the transactions listed above, neither the Reporting
Person, any person or entity controlled by the Reporting Person, nor any person
or entity for which the Reporting Person possesses voting or investment control
over the securities thereof, has transacted Shares, or securities convertible
into, exercisable for, or exchangeable for Shares during the sixty days
preceding the Reporting Date.
<PAGE>
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.
January 9, 2008
/s/ Philip C. Timon
--------------------------------------
Philip C. Timon, in his capacity as
sole managing member of Endownment
Capital Group, LLC, the sole general
partner of Endownment Capital, L.P.
and Long Drive, L.P.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).
</TEXT>
</DOCUMENT>
News Feed