UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __)*
LNH REIT, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
502115108
(CUSIP Number)
c/o Gideon King, Loeb Partners Corporation, 61 Broadway, New York, NY
10006 (212)483-7023 (Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications
April 22, 1996
(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 |x|. (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).
<PAGE>
SCHEDULE 13D CUSIP No 502115108 Page 2
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Loeb Partners Corporation - I.D. #13-3114801
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) XX
(b)
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC, O
5 CHECK BOX 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
SHARES 4,087 Shares
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 6,784 Shares
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 4,087 Shares
PERSON 10 SHARED DISPOSITIVE POWER
WITH 6,784 Shares
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,871 Shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.5%
14 TYPE OF REPORTING PERSON*
CO BD
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP No 502115108 Page 3
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Loeb Arbitrage Fund - I.D. #13-3269989
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) XX
(b)
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC, O
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
NUMBER OF 7 SOLE VOTING POWER
SHARES 99,429 Shares
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY ---
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 99,429 Shares
PERSON 10 SHARED DISPOSITIVE POWER
WITH ---
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
99,429 Shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.5%
14 TYPE OF REPORTING PERSON*
PN BD
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
ITEM 1. SECURITY AND ISSUER
This statement related to the Common Stock ("Common Stock") of LNH REIT,
Inc., 300 One Jackson Place, 188 East Capital Street, Jackson, MS 39201-2195.
J.H. Daughdrill, III is the Chairman.
ITEM 2. IDENTITY AND BACKGROUND.
Loeb Arbitrage Fund ("LAF"), 61 Broadway, New York, N.Y., 10006, is a New
York limited partnership. It is a registered broker/dealer. Its general
partner is Loeb Arbitrage Management, Inc. ("LAM"), a Delaware corporation,
with the same address. Its President is Arthur E. Lee, who is also an
Executive Vice President of Loeb Partners Corporation. The other officers of
LAM are Thomas L. Kempner, Chairman of the Board, Irwin D. Rowe, Vice
President and Secretary and Peter A. Tcherepnine, Vice President.
Loeb Partners Corporation ("LPC"), 61 Broadway, New York, N.Y., 10006, is
a Delaware corporation. It is a registered broker-dealer and a registered
investment adviser. Thomas L. Kempner is its President and a director and its
Chief Executive Officer. John L. Loeb and Henry A. Loeb are Vice Chairmen and
directors of LPC. Irwin D. Rowe is an Executive Vice President and also a
director of LPC. John L. Loeb and Henry A. Loeb are uncles of Thomas L.
Kempner.
Loeb Holding Corporation ("LHC"), a Maryland corporation, 61 Broadway,
New York, N.Y., 10006, is the sole stockholder of Loeb Arbitrage Management,
Inc., and LPC. Thomas L. Kempner is its President and a director as well as
its Chief Executive Officer and majority stockholder. Messrs. John L. Loeb,
Henry A. Loeb and Irwin D. Rowe are also directors of LHC, as are Robert
Krones, Andrew J. McLaughlin, Jr. and Edward E. Matthews. Mr. Matthews'
address is 70 Pine Street, New York, N.Y., 10270. The business address of the
other individuals is 61 Broadway, New York, N.Y., 10006.
All of the individuals named are United States Citizens. None have within
the last five years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) or have been a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a result
of such proceeding have been or are 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 violations with
respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Shares of the Common Stock were acquired by LAF and LPC in margin
accounts maintained with Bear Stearns Securities Corp.
ITEM 4. PURPOSE OF TRANSACTION
LAF and LPC have acquired shares of Common Stock for arbitrage and
investment purposes. LAF and LPC reserve the right to sell shares of Common
Stock or to acquire additional shares in open market transactions or
otherwise.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The persons reporting hereby own the following shares of Common Stock
as of April 22, 1996:
Shares of Common Stock
Loeb Arbitrage Fund 99,429
Loeb Partners Corporation 10,871*
Total 110,330
This constitutes 5.02% of the 2,200,000 shares of Common Stock as of April
22, 1996.
-----------
*Including 4,384 and 2,400 shares, respectively, held for the accounts of
two customers of Loeb Partners Corporation, as to which it has investment
discretion.
(b) See paragraph (a) above.
(c) The following purchases of Common Stock have been made since
February 26, 1996:
PURCHASES OF COMMON STOCK
HOLDER DATE SHARES AVERAGE PRICE
Loeb Arbitrage Fund 2/26/96 53,376 $7.77
4/22/96 9,474 7.89
HOLDER DATE SHARES AVERAGE PRICE
Loeb Partners Corporation* 2/26/96 2,224 $7.77
4/22/96 50 7.89
- ----------
* Including transactions for the accounts of two customers of Loeb Partners
Corporation as to which it has investment discretion.
All the reported transactions were effected on the New York Stock
Exchange.
(d) and (e). Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
None.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, we
certify that the information set forth in this statement is true and correct.
April 26, 1996 Loeb Arbitrage Fund
By:Loeb Arbitrage Management, Inc.
By: /s/ Gideon J. King
Gideon J. King, Vice President
April 26, 1996 Loeb Partners Corporation
By: /s/ Gideon J. King
Gideon J. King, Vice President
