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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
EXECUTONE INFORMATION SYSTEMS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
301607107
(CUSIP Number)
Jilaine Hummel Bauer
Senior Vice President and General Counsel
Heartland Advisors, Inc.
790 N. Milwaukee Street
Milwaukee, WI 53202
414-347-7777
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
March 26, 1998
(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 (S)(S)240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [ X ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See (S)240.13d-7(b) 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 ("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).
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SCHEDULE 13D
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CUSIP NO. 301607107 PAGE 1 OF 6 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
HEARTLAND ADVISORS, INC.
#39-1078128
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
00 - Funds of investment advisory clients
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
WISCONSIN, U.S.A.
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SOLE VOTING POWER
7
NUMBER OF 8,532,600
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
None
OWNED BY
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EACH SOLE DISPOSITIVE POWER
9
REPORTING 9,157,600
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
None
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
9,157,600
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
18.4%
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TYPE OF REPORTING PERSON*
14
IA
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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CUSIP No. 301607107 13D
Item 1. Security and Issuer.
--------------------
This statement relates to the shares of the common stock, $0.01 par
value per share, of Executone Information Systems, Inc. (the "Shares"), a
Virginia Corporation (the "Company"). The principal executive offices of the
Company are located at 478 Wheelers Farm Road, Milford, CT 06460.
Item 2. Identity and Background.
------------------------
This statement is being filed by Heartland Advisors, Inc., a Wisconsin
corporation ("HAI"). HAI is a registered investment advisor which provides
investment advisory services to series of Heartland Group, Inc., a registered
investment company ("Heartland Group"), as well as private investment advisory
clients (the "Accounts").
William J. Nasgovitz, President of HAI, is a controlling person of HAI
through his ownership of a majority of its outstanding stock. Information
regarding Mr. Nasgovitz and the name, business address, principal occupation and
citizenship of each of the executive officers and directors of HAI is set forth
in Schedule A hereto.
Item 3. Source and Amount of Funds or Other Consideration.
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The Heartland Small Cap Contrarian Fund (the "Heartland Fund"), a
series of Heartland Group, holds an aggregate of 2,800,000 Shares, which were
purchased for cash in the amount of $6,066,329.25, including brokerage
commissions. The assets of the Heartland Fund were used to purchase such Shares
and no part of the purchase price was represented by borrowed funds.
The Accounts own an aggregate of 6,357,600 Shares, which were
purchased for cash, or on margin in accordance with margin agreements on
industry standard terms, in the amount of $14,342,741.68, including brokerage
commissions. Except for margin purchases, the assets of the Accounts were used
in making such purchases and no part of the purchase price was represented by
borrowed funds.
Item 4. Purpose of Transaction.
----------------------
The purpose of HAI in having the Heartland Fund and the Accounts
purchase Shares was to acquire an equity interest in the Company in pursuit of
specified investment objectives established by the Board of Directors of
Heartland Group and by the advisory clients for the Accounts.
At the request of a representative of the Company, an HAI analyst met
with two of the Company's Directors so that they could personally advise HAI of
potential strategic alternatives that the Company is considering. The two
Directors advised HAI that the Company is considering a sale or spin-off of part
or all of its business lines, and concurrently is searching for a new Chief
Executive Officer to lead the Company in restructuring any operations that it
ultimately is unable to sell or determines not to sell. HAI indicated that it
would consider and be willing to support proposals in this regard if
shareholders were asked to do so, assuming of course, in the case of the sale of
one or more of the Company's business lines, that the terms are acceptable, and,
in the case of the appointment of a new Chief Executive Officer, that the
credentials of the person selected are strong and appropriate for the
restructuring of any retained business operations. HAI did not provide, nor was
it asked to support, any specific recommendations.
Except as set forth herein, HAI has no present plan or proposal which
relates to or would result in (i) an extraordinary corporate transaction, such
as a merger, reorganization or liquidation, or sale or transfer of a material
amount of assets involving the Company or any of its subsidiaries, (ii) any
change in
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the Company's present Board of Directors or management, (iii) any material
changes in the Company's present capitalization or dividend policy or any other
material change in the Company's business or corporate structure, (iv) any
change in the Company's charter or by-laws, or (v) the Company's common stock
becoming delisted, unauthorized for quotation, or eligible for termination of
registration pursuant to Section 12 (g) (4) of the Securities Exchange Act of
1934.
As permitted by law, HAI may purchase additional Shares or dispose of
any or all of the Shares from time to time in the open market, in privately
negotiated transactions, or otherwise, depending upon future evaluations of the
prospects of the Company and upon other developments, including general economic
and stock market conditions.
Item 5. Interest in Securities of the Issuer.
------------------------------------
(a) As investment advisor to the Heartland Fund and the Accounts, HAI
may be deemed the beneficial owner of 9,157,600 Shares of the Company. To the
best knowledge of HAI, none of the persons named in Schedule A hereto
beneficially owns any other Shares of the Company.
(b) HAI, as investment advisor to the Heartland Fund and the Accounts,
has sole power to dispose of all 9,157,600 Shares held by the Heartland Fund and
the Accounts. HAI has sole power to vote the 2,800,000 Shares held by the
Heartland Fund in accordance with voting guidelines approved by Heartland
Group's Board of Directors. HAI, as investment advisor to the Accounts, has sole
power to vote or direct the voting of 5,732,600 Shares, and no power to vote or
to direct the voting of 625,000 Shares, owned by the Accounts. To the best
knowledge of HAI, other than in connection with their respective positions and
relationships with HAI, none of the persons named in Schedule A hereto has the
sole power to dispose of or to vote Shares of the Company.
(c) Within the 60 days preceding the date hereof, HAI effected the
following sale transactions on behalf of the Accounts, all of which were
executed through the Nasdaq National Market System:
<TABLE>
<CAPTION>
Date of Transaction No. of Shares Price Per Share Broker
------------------- ------------- --------------- -----
<S> <C> <C> <C>
2/23/98 2,500 $2.40625 Dain Bosworth, Inc.
3/2/98 30,000 $ 2.375 Furman Selz LLC
3/10/98 5,000 $2.28125 Heartland Advisors, Inc.
3/18/98 4,000 $ 2.375 Heartland Advisors, Inc.
3/18/98 2,000 $ 2.375 Heartland Advisors, Inc.
</TABLE>
Within the 60 days preceding the date hereof, HAI effected the
following purchase transaction on behalf of the Accounts which was executed
through the Nasdaq National Market System:
<TABLE>
<CAPTION>
Date of Transaction No. of Shares Price Per Share Broker
------------------- ------------- --------------- ------
<S> <C> <C> <C>
2/10/98 10,000 $2.375 Herzog Heine & Geduld
</TABLE>
(d) Since the Shares are held in investment advisory accounts of HAI,
various persons have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, such Shares. The interest of
the Heartland Small Cap Contrarian Fund individually relates to more than 5% of
the class.
(e) Not applicable.
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Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
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to Securities of the Issuer
---------------------------
Except as set forth herein, neither HAI nor, to the best knowledge of
HAI, any of the persons named in Schedule A hereto has entered into any
contract, arrangement, understanding or relationship (legal or otherwise) with
any person with respect to any securities of the Company.
Item 7. Material to be Filed as Exhibits.
---------------------------------
Not applicable.
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.
DATE: April 6, 1998
HEARTLAND ADVISORS, INC.
By: PATRICK J. RETZER
Patrick J. Retzer
Senior Vice President/Treasurer
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Schedule A
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The name and present principal occupation or employment of each executive
officer and director of HAI are set forth below. The business address of each
person is 790 N. Milwaukee Street, Milwaukee, WI 53202. All of the persons
listed below are U.S. citizens.
Name Principal Occupation
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William J. Nasgovitz Director, President, Heartland Advisors, Inc.;
Director, President, Heartland Group, Inc.
Patrick J. Retzer Director, Senior Vice President/Treasurer,
Heartland Advisors, Inc.; Director, Vice
President/Treasurer, Heartland Group, Inc.
Jilaine H. Bauer Senior Vice President and General Counsel,
Heartland Advisors, Inc.
Kenneth J. Della Chief Financial Officer, Heartland Advisors,
Lois J. Schmatzhagen Secretary, Heartland Advisors, Inc.; Secretary,
Heartland Group, Inc.
Kevin D. Clark Senior Vice President - Trading, Heartland
Advisors, Inc.
Eric J. Miller Senior Vice President, Heartland Advisors, Inc.
Paul T. Beste Investment Operations Officer, Heartland
Advisors, Inc.; Vice President and Principal
Accounting Officer, Heartland Group, Inc.
