SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
(AMENDMENT NO. 2 TO SCHEDULE 13D)
Under the Securities Exchange Act of 1934
RISCORP, INC.
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(Name of Issuer)
Shares of Class A Common Stock, par value $0.01 per share
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(Title of Class of Securities)
767597107
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(CUSIP NUMBER)
Blavin & Company, Inc.
29621 Northwestern Highway
Southfield, Michigan 48034
Tel. No.: (248) 213-0457
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
- with copies to -
Eliot D. Raffkind, P.C.
Akin, Gump, Strauss, Hauer & Feld, L.L.P.
1700 Pacific Avenue, Suite 4100
Dallas, Texas 75201-4618
(214) 969-2800
July 21, 1998
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(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 [ ]
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, as amended ("Act"), or otherwise subject to the
liabilities of that section of the Act but shall be subject to all other
provisions of the Act.
CUSIP No. 767597107 13D
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Blavin & Company, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF, WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER 1,520,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 1,520,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,520,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.66%
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT
CUSIP No. 767597107 13D
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Paul W. Blavin
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF, WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 7 SOLE VOTING POWER 1,520,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 1,520,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,520,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.66%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
AMENDMENT NO. 2 TO SCHEDULE 13D
This Amendment No. 2 to Schedule 13D (the "Schedule 13D") is being
filed on behalf of Blavin & Company, Inc., a Delaware corporation ("BCI"),
and Mr. Paul W. Blavin, the principal of BCI, as an amendment to the
initial statement on Schedule 13D, relating to shares of Class A Common
Stock of Riscorp, Inc. (the "Issuer"), as filed with the Securities and
Exchange Commission (the "Commission") on March 27, 1998 and amended by
Amendment No. 1 to Schedule 13D filed with the Commission on April 9, 1998
(as amended, the "Amended Schedule 13D").
This Amendment No. 2 to Schedule 13D relates to shares of Class A
Common Stock of the Issuer purchased by BCI for the account of (i) PWB
Value Partners, L.P. ("PWB"), of which BCI is the general partner, and (ii)
two institutional clients for which BCI acts as investment advisor
(collectively, the "Clients"). The Amended Schedule 13D is hereby amended
and supplemented as follows:
ITEM 3. SOURCE AND AMOUNT OF FUNDS
Item 3 of the Amended Schedule 13D is hereby amended and restated in
its entirety to read as follows:
As of July 21, 1998, BCI had invested (i) $1,868,556 in shares of
Class A Common Stock through PWB and (ii) $1,007,341 and $424,915 in shares
of Class A Common through each of the Clients, all as described in Item 5
below. The source of these funds was the working capital of each of PWB and
the Clients, as the case may be.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 of the Amended Schedule 13D is hereby amended by amending and
restating Items 5(a) and (c) as follows:
(a) As of July 21, 1998, BCI and Mr. Blavin are beneficial
owners of 1,520,000 shares of Class A Common Stock of the Issuer or 10.66%
of the shares outstanding. The 1,520,000 shares described above are
beneficially owned by BCI and Mr. Blavin for the account of PWB and each of
the Clients, as the case may be.
The number of shares beneficially owned by BCI and Mr. Blavin and the
percentage of outstanding shares represented thereby have been computed in
accordance with Rule 13d-3 under the Act. The percentage of beneficial
ownership of BCI and Mr. Blavin on July 21, 1998 is based on 14,258,671
outstanding shares of Class A Common Stock as of April 30, 1998 as reported
in the Issuer's Form 10-Q/A filed with the Commission on June 15, 1998.
(c) The transactions in the Issuer's securities by BCI during
the past 60 days are listed as Annex A attached hereto and made apart
hereof.
ANNEX A
Transaction Buy/ Quantity Price per
Date Sell (shares) Share ($)
----------- --------- --------- ---------
6/15/98 Buy 5,000 2.0200
6/17/98 Buy 5,000 2.0200
6/22/98 Buy 4,000 2.0200
7/02/98 Buy 7,500 2.0825
7/06/98 Buy 3,000 2.0825
7/07/98 Buy 7,500 2.0825
7/09/98 Buy 19,000 2.0825
7/10/98 Buy 10,000 2.0825
7/14/98 Buy 4,500 2.0825
7/16/98 Buy 32,000 2.0825
7/20/98 Buy 8,000 2.0825
7/21/98 Buy 50,000 2.0825
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155,500
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Signature
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement
is true, complete and correct.
Dated: July 29, 1998
Blavin & Company, Inc.
By: /s/ Paul W. Blavin
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PAUL W. BLAVIN, President
/s/ Paul W. Blavin
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PAUL W. BLAVIN
