SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
Dreco Energy Services LTD.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
261528202
(CUSIP Number)
Centennial Energy Partners, L.P.
900 Third Avenue, New York, NY 10022
(212) 753-5150
Attention: Peter K. Seldin
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 14, 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 [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
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 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).
(continued on following page(s))
<PAGE>
Cusip No.: 261528202
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Centennial Energy Partners, L.P.
(13-3793743)
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 if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e): [ ]
6) Citizenship or Place of Organization: Delaware
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: 133,500
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 133,500
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
133,500
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 1.72%
14) Type of Reporting Person: PN
<PAGE>
Cusip No.: 261528202
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Tercentennial Energy Partners, L.P.
(13-3877256)
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 if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e): [ ]
6) Citizenship or Place of Organization: Delaware
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: 89,550
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 89,550
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
89,550
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 1.15%
14) Type of Reporting Person: PN
<PAGE>
Cusip No.: 261528202
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Quadrennial Partners, L.P.
(13-3883223)
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 if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e): [ ]
6) Citizenship or Place of Organization: Delaware
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: 24,650
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 24,650
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
24,650
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 0.32%
14) Type of Reporting Person: PN
<PAGE>
Cusip No.: 261528202
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Joseph H. Reich & Co., Inc.
(13-3432270)
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: OO
5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e): [ ]
6) Citizenship or Place of Organization: New York
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: -0-
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 10,100
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
10,100
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 0.13%
14) Type of Reporting Person: CO
<PAGE>
Cusip No.: 261528202
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Joseph H. Reich
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 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: -0-
Shares
Beneficially (8) Shared Voting Power: 247,700
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 257,800
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 257,800
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.31%
14) Type of Reporting Person: IN
<PAGE>
Cusip No.: 261528202
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Peter K. Seldin
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 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: -0-
Shares
Beneficially (8) Shared Voting Power: 247,700
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 257,800
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 257,800
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.31%
14) Type of Reporting Person: IN
<PAGE>
Cusip No.: 261528202
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Tracy S. Nagler
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 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: -0-
Shares
Beneficially (8) Shared Voting Power: 247,700
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 257,800
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 257,800
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.31%
14) Type of Reporting Person: IN
<PAGE>
Cusip No.: 261528202
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: G. Bryan Dutt
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 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: -0-
Shares
Beneficially (8) Shared Voting Power: 247,700
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 247,700
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
247,700
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.18%
14) Type of Reporting Person: IN
<PAGE>
This Amendment No. 4 to Schedule 13D, originally filed July 1, 1996 (the
"Schedule 13D") by Centennial Energy Partners, L.P. et al, relates to the
common stock (the "Common Stock") of Dreco Energy Services LTD (the
"Company"), whose principal executive offices are at 1340 Weber Centre, 5555
Calgary Trail South, Edmonton, Alberta, Canada T6H5P9. Unless otherwise
indicated all capitalized terms used herein shall have the same meanings as
set forth in the Schedule 13D. All information previously disclosed in the
Schedule 13D, except as set forth herein, is reconfirmed.
Item 2. Identity and Background.
Item 2 of Schedule 13D is hereby amended and restated in its
entirety as follows:
(a)This statement is filed by (i) Centennial Energy Partners,
L.P.("Energy"), a Delaware limited partnership, with respect to Common Stock
held by it; (ii) Tercentennial Energy Partners, L.P. ("Tercentennial"), a
Delaware limited partnership, with respect to Common Stock held by it; (iii)
Quadrennial Partners, L.P. ("Quadrennial"), a Delaware limited partnership,
with respect to Common Stock held by it; (iv) Joseph H. Reich & Co., Inc.
("JHR & Co."), a New York corporation, with respect to Common Stock held in a
discretionary account (the "Managed Account") managed by JHR & Co.; (v) each
of Joseph H. Reich, Peter K. Seldin and Tracy S. Nagler with respect to
shares of Common Stock held by each of the entities named in (i) through (iv)
above; and (vi) G. Bryan Dutt with respect to shares of common stock held by
the entities named in (i)through (iii) above. Energy, Tercentennial and
Quadrennial are collectively referred to herein as the "Partnerships". Energy,
Tercentennial, Quadrennial, JHR & Co., Mr. Reich, Mr. Seldin, Ms. Nagler and
Mr. Dutt are collectively referred to herein as the "Reporting Persons". The
general partners of Energy, Tercentennial and Quadrennial are Joseph H. Reich,
Peter K. Seldin, Tracy S. Nagler and G. Bryan Dutt. Mr. Reich is the
President, sole Shareholder and sole Director of JHR & Co. Mr. Seldin is the
Vice President of JHR & Co. Ms. Nagler is the Chief Financial Officer of JHR
& Co. Any disclosures herein with respect to other than the Reporting Persons
are made on information and belief.
(b) The principal business address of each of the Reporting Persons
is 900 Third Avenue, New York, New York 10022.
(c) The principal business of Energy, Tercentennnial and Quadrennial
is that of engaging in the purchase and sale of securities for investment for
its own account. The principal business of JHR & Co. is that of providing
administrative and management services to the Partnerships. The present
principal occupation of Mr. Reich is Managing General Partner of the
Partnerships and President of JHR & Co. Mr. Seldin's present principal
occupation is General Partner of the Partnerships and Vice President of JHR &
Co. Ms. Nagler's present principal occupation is General Partner of the
Partnerships and Chief Financial Officer of JHR & Co. Mr. Dutt's present
principal occupation is General Partner of the Partnerships.
(d) None of the Reporting Persons has, during the last five years,
been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) None of the Reporting Persons has, during the last five years,
been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is 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.
(f) Energy, Tercentennial and Quadrennial are Delaware limited
partnerships. JHR & Co. is a New York Corporation. Mr. Reich, Mr. Seldin,
Ms. Nagler and Mr. Dutt are United States citizens.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of Schedule 13D is hereby supplemented by the addition of
the following:
The purchase price (excluding commissions, if any) of $1,104,503
for the 31,700 shares of the Common Stock purchased by Energy was furnished
from contributions made to Energy by the partners of Energy.
The purchase price (excluding commissions, if any) of $972,748 for
the 29,000 shares of the Common Stock purchased by Tercentennial was furnished
from contributions made to Tercentennial by the partners of Tercentennial.
The purchase price (excluding commissions, if any) of $216,776 for
the 6,200 shares of the Common Stock purchased by Quadrennial was furnished
from contributions made to Quadrennial by the partners of Quadrennial.
The purchase price (excluding commissions, if any) of $123,850 for
the 3,600 shares of the Common Stock purchased by JHR & Co. was furnished from
working capital of the Managed Account.
Item 5. Interest in Securities of the Issuer.
Item 5(a) of Schedule 13D is hereby amended and restated in its
entirety as follows:
(a) As of the date hereof, (i) Energy owns beneficially 133,500
shares of the Common Stock, constituting approximately 1.72% of the shares
outstanding (ii) Tercentennial owns beneficially 89,550 shares of Common
Stock, constituting approximately 1.15% of the shares outstanding, (iii)
Quadrennial owns beneficially 24,650 shares of Common Stock, constituting
approximately 0.32% of the shares outstanding, (iv) JHR & Co. owns
beneficially 10,100 shares of Common Stock, constituting approximately 0.13%
of the shares outstanding, such shares being held by it in a discretionary
account (the "Managed Account") managed by JHR & Co, (v) each of Joseph H.
Reich, Peter K. Seldin and Tracy S. Nagler own beneficially 257,800 shares of
Common Stock, representing the shares held by each of the entities named in
(i) through (iv) above, and (vi) G. Bryan Dutt owns beneficially 247,700
shares of Common Stock, representing the shares held by the entity named in
(i) through (iii) above. In the aggregate, the Reporting Persons beneficially
own a total of 257,800 shares of Common Stock, constituting approximately
3.31% of the shares outstanding.
The percentages used herein are based upon the 7,783,022 shares of
Common Stock stated by the Company to be outstanding as of December 31, 1996.
This information was provided over the telephone.
Item 5(c) is hereby supplemented by the addition of the
following:
(c) All open market transactions in the Common Stock effected
during the past 60 days by the Reporting Persons are set forth in Schedule A
hereto. No other transactions in the Common Stock were effected by any of the
Reporting Persons during the sixty day period ending on the date hereof.
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of our knowledge and
belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated: May 22, 1997
CENTENNIAL ENERGY PARTNERS, L.P.
By: /s/Peter K. Seldin
Peter K. Seldin
General Partner
TERCENNTENNIAL ENERGY PARTNERS, L.P.
By: /s/Peter K. Seldin
Peter K. Seldin
General Partner
QUADRENNIAL PARTNERS, L.P.
By: /s/Peter K. Seldin
Peter K. Seldin
General Partner
JOSEPH H. REICH & CO., INC.
By: /s/Peter K. Seldin
Peter K. Seldin
Vice President
/s/Joseph H. Reich
Joseph H. Reich
/s/Peter K. Seldin
Peter K. Seldin
/s/ Tracy S. Nagler
Tracy S. Nagler
/s/G. Bryan Dutt
G. Bryan Dutt
<PAGE>
Schedule A
OPEN MARKET TRANSACTIONS
Date of No. of Shares
Transaction Purchased\(Sold) Price Per Share
Centennial Energy Partners, L.P.
April 9, 1997 4,000 32.2344
May 14, 1997 (60,000) 46.4981
May 15, 1997 (20,000) 48.1250
Tercentennial Energy Partners, L.P.
April 9, 1997 4,000 32.2344
April 10, 1997 10,000 32.1250
May 14, 1997 (20,000) 46.4981
May 15, 1997 (30,000) 48.1250
Quadrennial Partners, L.P.
May 14, 1997 (15,000) 46.4981
May 15, 1997 (10,000) 48.1250
Joseph H. Reich & Co., Inc.
May 14, 1997 (5,000) 46.4981
