<PAGE>
---------------------------
OMB APPROVAL
---------------------------
OMB number: 3235-0145
Expires: December 31, 1997
Estimated average burden
hours per response... 14.90
---------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
SWISHER INTERNATIONAL GROUP INC.
-------------------------------------------------------------
(Name of Issuer)
Class A Common Stock
---------------------------------------------------
(Title of Class of Securities)
870809100
-----------------------------------------
(CUSIP Number)
Stuart Panish, c/o Zweig-DiMenna Associates LLC, 900 Third Avenue,
New York, New York 10022 (212) 755-9860
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
February 20, 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 this statement [_]. (A fee
is not required only if the filing 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 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).
<PAGE>
SCHEDULE 13D
CUSIP NO. 870809100 Page 2 of __ Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Zweig-DiMenna Special Opportunities, L.P., Zweig-DiMenna International
Limited
Zweig-DiMenna International Managers, Inc., on behalf of a discretionary
account
Gotham Advisors, Inc., on behalf of a discretionary account
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS* WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [_]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Zweig-DiMenna Special Opportunities, L.P. - Delaware; Zweig-DiMenna
International Limited - British Virgin Islands
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - Delaware
Gotham Advisors, Inc., on behalf of a discretionary account - Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
Zweig-DiMenna Special Opportunities, L.P. - 90,900; Zweig-DiMenna
International Limited - 374,400
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - 85,000
Gotham Advisors, Inc., on behalf of a discretionary account - 40,600
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
Zweig-DiMenna Special Opportunities, L.P. - 90,900; Zweig-DiMenna
International Limited - 374,400
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - 85,000
Gotham Advisors, Inc., on behalf of a discretionary account - 40,600
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Zweig-DiMenna Special Opportunities, L.P. - 90,900; Zweig-DiMenna
International Limited - 374,400
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - 85,000
Gotham Advisors, Inc., on behalf of a discretionary account - 40,600
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 INCLUDES CERTAIN SHARES*
[_]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
Total - 9.8%
Zweig-DiMenna Special Opportunities, L.P. - 1.5%; Zweig-DiMenna
International Limited - 6.2%
Zweig-DiMenna International Managers, Inc., on behalf of a
discretionary account - 1.4%
Gotham Advisors, Inc., on behalf of a discretionary account - 0.7%
14 TYPE OF REPORTING PERSON*
Zweig-DiMenna Special Opportunities, L.P. - PN
Zweig-DiMenna International Limited - CO
Zweig-DiMenna International Managers, Inc. - CO
Gotham Advisors, Inc. - CO
<PAGE>
SCHEDULE 13D - AMENDMENT NO. 1
Zweig-DiMenna International Limited, Zweig-DiMenna Special Opportunities,
L.P., Zweig-DiMenna International Managers, Inc. and Gotham Advisors, Inc.
hereby amend the Schedule 13D, filed with respect to shares of Class A common
stock, $.01 par value ("Shares") of Swisher International Group Inc. (the
"Company").
ITEM 3 SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS
The first sentence of Item 3 is amended to read as follows:
"The shares of Swisher International Group Inc. were purchased at an
aggregate cost of $9,236,567 with the investment capital of Zweig-DiMenna
International Limited, Zweig-DiMenna Special Opportunities, L.P., the
discretionary account managed by Zweig-DiMenna International Managers, Inc.
(the "ZDIM Account") and the discretionary account managed by Gotham
Advisors, Inc. (the "Gotham Account")."
ITEM 5 INTEREST IN SECURITIES OF THE ISSUER
The answer to Item 5 is amended to read as follows:
<TABLE>
<S> <C> <C>
a. Aggregate number of shares beneficially owned:
Zweig-DiMenna International Limited - 374,400
Zweig-DiMenna Special Opportunities, L.P. - 90,900
ZDIM Account - 85,000
Gotham Account - 40,600
Percent of class beneficially owned:
Zweig-DiMenna International Limited - 6.2%
Zweig-DiMenna Special Opportunities, L.P. - 1.5%
ZDIM Account - 1.4%
Gotham Account - 0.7%
b. Number of shares as to which there is sole power to vote:
Zweig-DiMenna International Limited - 374,400
Zweig-DiMenna Special Opportunities, L.P. - 90,900
ZDIM Account - 85,000
Gotham Account - 40,600
</TABLE>
<PAGE>
<TABLE>
<S> <C> <C>
Number of shares as to which there is shared power
to vote or to direct the vote:
Zweig-DiMenna International Limited - 0
Zweig-DiMenna Special Opportunities, L.P. - 0
ZDIM Account - 0
Gotham Account - 0
Number of shares as to which there is sole power to
dispose or to direct the disposition:
Zweig-DiMenna International Limited - 374,400
Zweig-DiMenna Special Opportunities, L.P. - 90,900
ZDIM Account - 85,000
Gotham Account - 40,600
Number of shares as to which there is shared power
to dispose or to direct the disposition:
Zweig-DiMenna International Limited - 0
Zweig-DiMenna Special Opportunities, L.P. - 0
ZDIM Account - 0
Gotham Account - 0
</TABLE>
c. Since February 7, 1997, Zweig-DiMenna International Limited, Zweig-
DiMenna Special Opportunities, L.P., the ZDIM account, and the Gotham
Account (collectively, the "Investors") purchased the Shares on the
open market on the following dates and at the following prices and in
the following amounts:
<TABLE>
<S> <C>
ZWEIG-DIMENNA INTERNATIONAL LIMITED
DATE DESCRIPTION OF PURCHASE
2/11/97 Purchased 12,600 shares at $13.3844 a share
2/12/97 Purchased 9,500 shares at $13.6792 a share
2/13/97 Purchased 4,700 shares at $13.7083 a share
2/14/97 Purchased 1,500 shares at $13.50 a share
2/20/97 Purchased 61,600 shares at $14.00 a share
</TABLE>
<PAGE>
<TABLE>
<S> <C>
ZWEIG-DIMENNA SPECIAL OPPORTUNITIES, L.P.
DATE DESCRIPTION OF PURCHASE
2/11/97 Purchased 3,100 shares at $13.3844 a share
2/12/97 Purchased 2,300 shares at $13.6792 a share
2/13/97 Purchased 1,200 shares at $13.7083 a share
2/14/97 Purchased 400 shares at $13.50 a share
2/20/97 Purchased 15,200 shares at $ 14.00 a share
ZDIM ACCOUNT
DATE DESCRIPTION OF PURCHASE
2/11/97 Purchased 2,900 shares at $13.3844 a share
2/12/97 Purchased 2,200 shares at $13.6792 a share
2/13/97 Purchased 1,100 shares at $13.7083 a share
2/14/97 Purchased 400 shares at $13.50 a share
2/20/97 Purchased 14,200 shares at $14.00 a share
GOTHAM ACCOUNT
DATE DESCRIPTION OF PURCHASE
2/11/97 Purchased 1,400 shares at $13.3844 a share
2/12/97 Purchased 1,000 shares at $13.6792 a share
2/13/97 Purchased 500 shares at $13.7083 a share
2/14/97 Purchased 200 shares at $13.50 a share
2/20/97 Purchased 6,800 shares at $14.00 a share
</TABLE>
d. Not Applicable
e. Not Applicable
<PAGE>
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: February 21, 1997
ZWEIG-DiMENNA INTERNATIONAL LIMITED
By: Zweig-DiMenna International Managers, Inc.,
Investment Manager
By: /s/ Joseph A. DiMenna
---------------------
Name: Joseph A. DiMenna
Title: Executive Vice President
ZWEIG-DiMENNA SPECIAL OPPORTUNITIES, L.P.
By: Zweig-DiMenna Associates LLC,
Managing General Partner
By: /s/ Joseph A. DiMenna
---------------------
Name: Joseph A. DiMenna
Title: A Managing Director of Managing General Partner
ZWEIG-DiMENNA INTERNATIONAL MANAGERS, INC.
By: /s/ Joseph A. DiMenna
---------------------
Name: Joseph A. DiMenna
Title: Executive Vice President
GOTHAM ADVISORS, INC.
By: /s/ Joseph A. DiMenna
---------------------
Name: Joseph A. DiMenna
Title: Vice President
