CUSIP NO. 392775102 Page 1 of 13
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 4)*
Under the Securities Exchange Act of 1934
DANIEL GREEN COMPANY
(Name of Issuer)
Common Stock
(Title of Class Securities)
392775102
(CUSIP Number)
James R. Riedman, President
Riedman Corporation
1080 Pittsford-Victor Road, Suite 301
Pittsford, New York 14534
(716) 232-4424
(Name, Address and Telephone Number of Person
Authorized to receive Notices and Communications)
June 1, 2001
(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 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).
CUSIP NO. 392775102 Page 2 of 13
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(1) NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Riedman Corporation
16-0807638
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) /X/
(b) / /
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS
WC
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(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) / /
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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(7) SOLE VOTING POWER
601,355 (includes currently exercisable
options to purchase 125,000 shares of
Common Stock)
-------------------------------------------------
NUMBER OF SHARES (8) SHARED VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON 0
WITH
-------------------------------------------------
(9) SOLE DISPOSITIVE POWER
601,355 (See Item 7 above)
-------------------------------------------------
(10) SHARED DISPOSITIVE POWER
0
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
601,355 (See Item 7 above)
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(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions) / /
--------------------------------------------------------------------------------
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.7%
--------------------------------------------------------------------------------
(14) TYPE OF REPORTING PERSON (See Instructions)
CO
CUSIP NO. 392775102 Page 3 of 13
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(1) NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
James R. Riedman
078-52-5116
--------------------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) /X/
(b) / /
--------------------------------------------------------------------------------
(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
New York
--------------------------------------------------------------------------------
(7) SOLE VOTING POWER
314,304 (includes currently exercisable
options to purchase 75,000 shares and a
right to convert a Note (until paid) to
203,804 shares)
-------------------------------------------------
NUMBER OF SHARES (8) SHARED VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON 1,128,486 Beneficial Ownership Disclaimed
WITH as to 527,131
-------------------------------------------------
(9) SOLE DISPOSITIVE POWER
314,304 (see 7 above)
-------------------------------------------------
(10) SHARED DISPOSITIVE POWER
1,128,486 Beneficial Ownership Disclaimed
as to 527,131
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,442,790 (see 7 above)
--------------------------------------------------------------------------------
(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions) / /
--------------------------------------------------------------------------------
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
59.1%
--------------------------------------------------------------------------------
(14) TYPE OF REPORTING PERSON (See Instructions)
IN
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CUSIP NO. 392775102 Page 4 of 13
Item 1. Security and Issuer.
This Schedule relates to shares of the Common Stock, par value $2.50 per
share ("Common Stock") of Daniel Green Company (the "Issuer"). The Issuer's
principal executive office is located at 450 North Main Street, Old Town, Maine
04468.
Item 2. Identity and Background.
This statement is submitted by Riedman Corporation, a corporation organized
under the laws of the State of New York. Riedman Corporation is a holding
company whose principal business until January 2001 was insurance brokerage. Its
principal business and office address is 45 East Avenue, Rochester, New York
14604. Riedman Corporation has not, during the last five years, been convicted
in a criminal proceeding and has not, during the last five years, been a party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which it 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.
Listed below are the names, business addresses and occupational information
for: (a) each executive officer and director of Riedman Corporation, (b) each
person controlling Riedman Corporation, and (c) each executive officer and
director of any corporation or other person ultimately in control of Riedman
Corporation. To the best of the knowledge of Riedman Corporation, each of the
following individuals has not, during the last five years, been convicted in a
criminal proceeding and has not, during the last five years, been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
as a result of which it 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.
John R. Riedman
45 East Avenue
Rochester, New York 14604
Chairman, Chief Executive Officer, Treasurer, Director and
Controlling Person of Riedman Corporation, whose principal business
and address is set forth above.
James R. Riedman
45 East Avenue
Rochester, New York 14604
President and Director of Riedman Corporation, whose principal
business and address is set forth above.
Janet H. Ruff
45 East Avenue
Rochester, New York 14604
Secretary and Director of Riedman Corporation, whose principal
business and address is set forth above.
Geoffrey Weaver
45 East Avenue
Rochester, New York 14604
Chief Financial Officer of Riedman Corporation, whose principal
business and address is set forth above.
CUSIP NO. 392775102 Page 5 of 13
This statement is also submitted by James R. Riedman, the required
information for whom is set forth above.
The Retirement Committee of the Daniel Green Company Retirement Savings
Partnership Plan (see Item 3) is composed of two directors of the Issuer, James
R. Riedman and Stephen DePerrior. The Plan has filed an Amendment No. 1 to its
Schedule 13G.
Item 3. Source and Amount of Funds or Other Consideration
This Amendment No. Four to Schedule 13D amends and supplements the original
Schedule 13D of this group filed July 3, 1996, as amended December 12, 1996,
August 11, 1997 and February 28, 2001 to reflect the following transactions:
1. The grant to James R. Riedman of a currently exercisable Stock Purchase
Option to purchase 25,000 shares of the Common Stock of the Issuer at a purchase
price of $3.68 per share (the "Option"). The Option was granted on April 11,
2001 and expires in 10 years. It was granted in consideration of Mr. Riedman's
loan of $750,000 to the Issuer pursuant to a Letter Loan Agreement and was
evidenced by a Convertible Subordinated Promissory Note (the "Note"). The Note
is convertible prior to payment into 203,804 shares of Issuer's common stock,
subject to adjustment in certain events. This Amendment No. Four to Schedule 13D
is also filed to reflect the Note.
2. The grant to James R. Riedman of a currently exercisable Stock Purchase
Option to purchase 50,000 shares of Common Stock of the Issuer at a price of
$3.50 per share (the "Option"). The Option was granted on June 1, 2001 and
expires in 10 years. It was granted in consideration of Mr. Riedman's guarantee
of the Issuer's additional indebtedness to M&T Bank of $2 million.
3. The purchase as of June 1, 2001 of 330,097 shares of Common Stock of the
Issuer by the Daniel Green Company Retirement Savings Partnership Plan (the
"Plan") for $5.15 per share, the value determined by an independent appraiser.
The $1.7 million price represents a portion of the approximately $2.4 million
surplus from termination of the pension plan of the Issuer's subsidiary,
Penobscot Shoe Company which was transferred to the Plan. The Retirement Plan
Committee has sole power to vote and to dispose of these shares, the 61,112
shares of Daniel Green previously held by the Plan and up to 135,922 shares
which the Plan has the right to purchase for 120 days after June 1, 2001 for the
same $5.15 per share. The Plan has filed an Amendment No. 1 to its Schedule 13G.
4. Mr. Riedman is an officer, director and shareholder of Riedman
Corporation, the beneficial owner of 601,355 shares of Daniel Green Common
Stock.
CUSIP NO. 392775102 Page 6 of 13
The source of funds for Riedman Corporation's purchases was working
capital, and the sources of funds for James R. Riedman's and John Riedman's
purchases were their personal funds. None of the options has been exercised and
the Convertible Subordinated Promissory Note has not been converted or paid.
CUSIP NO. 392775102 Page 7 of 13
Item 4. Purpose of the Transaction
The purpose of the transactions were as follows:
1. The April 11, 2001 transaction was to assist the Issuer with its working
capital needs. The proceeds of James R. Riedman's $750,000 loan were used to pay
a portion of past due accounts to the Issuer's Brazilian suppliers. Mr. Riedman
is Chairman and Chief Executive Officer of the Issuer. A full description of the
terms of the transaction is set forth in the "Managements' Discussion & Analysis
of Financial Condition and Results of Operations" section of the Issuer's
Quarterly Report on Form 10-QSB for the period ended March 31, 2001 filed with
the Commission on May 21, 2001 which is incorporated by reference.
2. The purpose of the June 1, 2001 transaction was to enable the Issuer to
borrow an additional $2 million from its primary lender, M&T Bank. $600,000 of
the proceeds were applied to reduce outstanding revolving credit loans with M&T
and the balance was used for working capital purposes.
Item 5. Interest in Securities of the Issuer
(a) Riedman Corporation beneficially owns 601,355 shares of Common Stock
(which includes the currently exercisable Options to purchase 125,000 shares of
Common Stock), representing 29.1% of the issued and outstanding shares of Common
Stock. James R. Riedman beneficially owns 1,442,790 shares of Common Stock,
representing 59.1% of the issued and outstanding shares of Common Stock (and
disclaims beneficial ownership of 7,700 of those shares owned by his minor
children who reside with him, as well as the shares owned by the Plan for the
benefit of participants in the Plan, being eligible employees of the Issuer).
(b) Riedman Corporation has the sole power to vote and sole power to
dispose of 601,355 shares of Common Stock, and James R. Riedman has the sole
power to vote and sole power to dispose of 314,304 shares of Common Stock. James
R. Riedman, as a director of Riedman Corporation shares the power to vote and to
dispose of the 601,355 shares beneficially owned by Riedman Corporation. As a
member of the Retirement Committee of the Plan, he shares the power to vote and
to dispose of the 527,131 shares beneficially owned by the Plan. Mr. Riedman
disclaims beneficial ownership of all shares of Common Stock over which he
shares power to vote and dispose of such shares.
(c) See Item 3 for a description of all transactions in the Common Stock
within the last 60 days.
(d) None.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
None.
Item 7. Material to Be Filed as Exhibits
Exhibit 99-1 - Letter Loan Agreement (with Exhibits) - incorporated by
reference to Issuer's Quarterly Report on Form 10-QSB,
Exhibit 10.1, for the period ended March 31, 2001, filed
with the Commission on May 21, 2001.
Exhibit 99-2 - Stock Purchase Option dated June 1, 2001.
Exhibit 99-3 - Joint Filing Agreement.
CUSIP NO. 392775102 Page 8 of 13
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.
Dated: June 27, 2001
RIEDMAN CORPORATION
By: /s/ James R. Riedman
---------------------------
Name: James R. Riedman
Title: President
/s/ James R. Riedman
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James R. Riedman