SEIBELS BRUCE GROUP INC
SC 13D/A, 1999-10-27
FIRE, MARINE & CASUALTY INSURANCE
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CUSIP No. 816006-10-0                                                     Page 1

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

- --------------------------------------------------------------------------------

                               AMENDMENT NO. 5 TO
                                  SCHEDULE 13D

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934


                          The Seibels Bruce Group Inc.
                                (NAME OF ISSUER)

                     Common Stock, $1.00 Par Value Per Share
                         (TITLE OF CLASS OF SECURITIES)

                                   816006-10-0
                                 (CUSIP NUMBER)

                              Mr. Charles H. Powers
                                  (843)661-1941
                          2419 Summer Street Extension
                               Florence, SC 29502
                  (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
                AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)



                                    Copy To:

                          Francisco G. Llaca, Jr., Esq.
                                    Suite 720
                             25 S. E. Second Avenue
                                 Miami, FL 33131
             (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 [ ].

<PAGE>

                                  SCHEDULE 13D

- -------------------------------------------------------------------------------
1                 NAME OF REPORTING PERSONS

                  Charles H. Powers
- -------------------------------------------------------------------------------
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
- -------------------------------------------------------------------------------
NUMBER        OF  7          SOLE VOTING POWER
SHARES
BENEFICIALLY                 2,170,501
OWNED BY EACH
REPORTING
PERSON WITH
                  -------------------------------------------------------------
                  8          SHARED VOTING POWER


                  -------------------------------------------------------------
                  9          SOLE DISPOSITIVE POWER

                             2,170,501
                  -------------------------------------------------------------
                  10         SHARED DISPOSITIVE POWER


- -------------------------------------------------------------------------------
11                AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                  2,170,501
- -------------------------------------------------------------------------------
12                CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                  CERTAIN SHARES                                            ( )

- -------------------------------------------------------------------------------
13                PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

                  28%
- -------------------------------------------------------------------------------
14                TYPE OF REPORTING PERSON

                  IN
- -------------------------------------------------------------------------------

<PAGE>

This Amendment No. 5 to Schedule 13D is being filed on behalf of the undersigned
Reporting Person to amend the Schedule 13D filed with the Securities and
Exchange Commission (the "Commission") on October 3, 1996, as amended (as
amended, the "Schedule 13D") relating to shares of common stock, par value $1.00
per share (the "Shares") of Seibels Bruce Group Inc., a South Carolina
corporation (the "Company"). Unless otherwise indicated, all capitalized terms
used herein but not defined herein shall have the same meanings as set forth in
the Schedule 13D.

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

Item 3 to the Schedule 13D is hereby amended, in pertinent part, as follows:

Since the date of Amendment No. 4 to the Schedule 13D, Charles H. Powers has
acquired 300,500 Shares which were purchased by Charles Powers for an aggregate
purchase price (excluding commission) of $782,241.25, which amount was provided
from his working capital.

Since the date of Amendment No. 4 to the Schedule 13D, neither Walker Powers,
Jane Huggins, nor Rex Huggins have acquired any shares.

ITEM 5.  INTEREST IN SECURITIES OF ISSUER.

Item 5 to the Schedule 13D is hereby amended, in pertinent part, as follows:

(a)-(b) As of the close of the business day October 20, 1999, Charles H. Powers
directly owned in the aggregate 2,170,501 Shares, which represents approximately
28% of the 7,780,414 Shares outstanding as of September 30, 1999, as reported in
the Companys Quarterly Report on Form 10Q for the quarter ended September 30,
1999 (the Outstanding Shares). Of those 2,170,501 Shares, 3,750 are options
granted in 1,250 Share increments for the years 1997, 1998, and 1999 pursuant to
the Companys Stock Option Plan for Non-Employee Directors.. Charles H. Powers
has the sole power to vote or direct the vote of all the Shares, and the sole
power to dispose or to direct the disposition of 2,170,501 Shares.

By reason of the provisions of Rule 13d-3 under the Securities Exchange Act of
1934, as amended (the Act), Mr. Charles H. Powers, Walker Powers, Jane Huggins
and Rex Huggins may be deemed to be a group. By reason of the provisions of Rule
13d-5 under the Act, the group consisting of these individuals may be deemed to
own all the Shares beneficially owned by Charles H. Powers, Walker Powers, Jane
Huggins and Rex Huggins. Mr. Charles H. Powers, Walker Powers, Jane Huggins and
Rex Huggins do not affirm the existence of such a group and disclaim beneficial
ownership of Shares directly held by each individual.

Except as set forth in Item (a)-(b), each of the persons named in this Item 5
(a)-(b) disclaims beneficial ownership of any Shares owned beneficially or of
record by any other person named in this Item 5 (a)-(b).

(c) Within the last sixty days, Charles Powers has purchased 238,500 Shares
through the open

<PAGE>

market purchases in the following transactions, all of which were
over-the-counter market:

              DATE                  NUMBER OF SHARES            PRICE PER SHARE
              ----                  ----------------            ---------------

              8/17/99               5000                        $3.25
              8/17/99               2000                        $3.125
              8/18/99               5000                        $3.25
              8/18/99               5000                        $3.25
              8/30/99               5000                        $3.00
              8/30/99               5000                        $3.00
              8/31/99               3500                        $3.00
              9/08/99               1500                        $3.00
              9/09/99               2000                        $3.00
              9/21/99               900                         $3.00
              9/29/99               600                         $3.00
              9/29/99               3000                        $3.00
              9/29/99               5000                        $3.00
              9/29/99               1000                        $3.00
              9/30/99               5000                        $3.00
              9/30/99               5000                        $3.00
              9/30/99               5000                        $3.00
              10/1/99               5000                        $3.00
              10/4/99               600                         $2.50
              10/4/99               1700                        $2.50
              10/4/99               3000                        $2.50
              10/4/99               10,000                      $2.80
              10/5/99               5200                        $2.238
              10/6/99               5000                        $2.75
              10/6/99               15000                       $2.75
              10/7/99               5000                        $2.375
              10/11/99              1500                        $2.50
              10/12/99              7500                        $2.375
              10/13/99              3000                        $2.313
              10/13/99              3000                        $2.25
              10/13/99              5000                        $2.438
              10/14/99              2000                        $2.125
              10/14/99              5000                        $2.25
              10/14/99              5000                        $2.25
              10/14/99              5000                        $2.188
              10/15/99              5000                        $2.25
              10/15/99              5000                        $2.00
              10/15/99              6500                        $2.25
              10/15/99              20,000                      $2.00
              10/19/99              25,000                      $2.125
              10/19/99              25,000                      $2.125
              10/19/99              5000                        $2.25

<PAGE>

Except as set forth herein, none of the Reporting Persons has effected any
transaction in the Shares during the past sixty days.

ITEM 7.  MATERIALS TO BE FILED AS EXHIBITS

Exhibit 1-1. Joint Filing Agreement. The original was filed with Amendment 1 to
the Schedule 13D on May 18, 1998. A copy of the original is attached hereto as
Exhibit 1.1.

                                    SIGNATURE

After reasonable inquiry and to the best of each of the undersigneds knowledge
and belief, each certifies that the information set forth in this statement is
true, complete, and correct.

                                                         /s/ Charles H. Powers
                                                         ----------------------
                                                         Charles H. Powers

<PAGE>

CUSIP No. 816006-10-0                                                     Page 9

                                  EXHIBIT INDEX
                                  -------------

         Exhibit 1-1. Joint Filing Agreement. The original was filed with
Amendment1 to the Schedule 13D on May 18, 1998. A copy of the original is
attached hereto as Exhibit 1-1.




CUSIP No. 816006-10-0                                           Page EXHIBIT 1.1



                             JOINT FILING AGREEMENT

         The undersigned parties hereby agree that the Schedule13D/A, filed
herewith (and any amendments thereto) relating to the stock of The Seibels Bruce
Group, Inc., is being filed jointly with the Securities and Exchange Commission,
pursuant to Rule13d-1(f) under the Securities Exchange Act of 1934, as amended,
on behalf of each such person. In addition, each of the undersigned hereby
authoriz4es Charles H. Powers and Walker S. Powers and each of them, with full
power of substitution, to execute in the name and on behalf of the undersigned
any report pursuant to Section13(d) of the Securities Exchange Act of 1934, as
amended, including any amendment to the Schedule 13D/A filed herewith with
respect to the undersigneds beneficial ownership of securities, including
derivative securities, of the The Seibels Bruce Group, Inc. (the Company) and
any joint filing agreement with respect thereto and to file the same, with any
exhibits thereto (including this Joint Filing Agreement), and any amendments
thereto as the person(s) so acting deems appropriate with the Securities and
Exchange commission. The Nasdaq Stock Market and the Company.


        Date:  May 18, 1998

                                            /S/  CHARLES H. POWERS
                                            -----------------------------------
                                            Charles H. Powers



                                            /S/  WALKER S. POWERS
                                            -----------------------------------
                                            Walker S. Powers


                                            /S/  JANE E. HUGGINS
                                            -----------------------------------
                                            Jane E. Huggins


                                            /S/  REX W. HUGGINS
                                            -----------------------------------
                                            Rex W. Huggins


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