UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
Under the Securities Exchange Act of 1934
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. 4 )*
OMNIS TECHNOLOGY CORPORATION
(Name of Issuer)
Common Stock, $.10 par value
(Title of Class of Securities)
096434105
(CUSIP Number)
Mark D. Whatley
Howard, Rice, Nemerovski, Canady, Falk & Rabkin,
A Professional Corporation
Three Embarcadero Center, Suite 700
San Francisco, CA 94111
415
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 31, 2000
(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 that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check th[ ]
following box [ ].
Note: Schedules filed in paper format shall include a signed original and
five copies of this schedule, including all exhibits. See Rule 13d-7 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).
CUSIP No. 096434105 SCHEDULE 13D Page 2 of 9
1 Name of Reporting Person ASTORIA CAPITAL PARTNERS, L.P.
IRS Identification No. of Above Person 94-3160631
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
California
7 Sole Voting Power
NUMBER OF -4,516,244-
SHARES 8 Shared Voting Power
BENEFICIALLY -0-
OWNED BY EACH 9 Sole Dispositive Power
REPORTING -4,516,244-
PERSON WITH 10 Shared Dispositive Power
-0-
11 Aggregate Amount Beneficially Owned by Reporting Person
-4,516,244-
12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares
[ ]
13 Percent of Class Represented by Amount in Row 11
43.6%
14 Type of Reporting Person
PN
CUSIP No. 096434105 SCHEDULE 13D Page 3 of 9
1 Names of Reporting Persons ASTORIA CAPITAL MANAGEMENT, INC.
IRS Identification Nos. of Above Persons 94-3143169
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
California
7 Sole Voting Power
NUMBER OF -4,575,044-
SHARES 8 Shared Voting Power
BENEFICIALLY -0-
OWNED BY EACH 9 Sole Dispositive Power
REPORTING -4,575,044-
PERSON WITH 10 Shared Dispositive Power
-0-
11 Aggregate Amount Beneficially Owned by Reporting Person
-4,575,044-
12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares
[ ]
13 Percent of Class Represented by Amount in Row 11
44.1%
14 Type of Reporting Person
CO, IA
CUSIP No. 096434105 SCHEDULE 13D Page 4 of 9
1 Names of Reporting Persons RICHARD W. KOE
IRS Identification Nos. of Above Persons
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
United States
7 Sole Voting Power
NUMBER OF -4,575,044-
SHARES 8 Shared Voting Power
BENEFICIALLY -0-
OWNED BY EACH 9 Sole Dispositive Power
REPORTING -4,575,044-
PERSON WITH 10 Shared Dispositive Power
-0-
11 Aggregate Amount Beneficially Owned by Reporting Person
-4,575,044-
12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares
[ ]
13 Percent of Class Represented by Amount in Row 11
44.1%
14 Type of Reporting Person
IN, HC
CUSIP No. 096434105 SCHEDULE 13D Page 5 of 9
Item 1. Security and Issuer
This Schedule 13D ("Schedule") relates to shares of common stock, with par
value $.10 (the "Common Stock"), of Omnis Technology Corporation, f/k/a Blyth
Holdings, Inc., (the "Issuer"). The principal executive office of the Issuer
is 981 Industrial Way, Bldg. B, San Carlos, CA 94070-4117.
Item 2. Identity and Background
This Schedule is filed on behalf of Astoria Capital Partners, L.P. ("Astoria
"), Astoria Capital Management, Inc. and Richard W. Koe each of whose
principal business office address is 6600 SW 92nd Avenue, Suite 370, Portland,
OR 97223.
Astoria is an investment limited partnership, whose general partners are
Astoria Capital Management, Inc. and Richard W. Koe. Astoria Capital
Management, Inc. is an investment advisor registered as such with the SEC.
Richard W. Koe is Astoria Capital Management, Inc.'s president and sole
shareholder.
None of Astoria, Astoria Capital Management, Inc. or Richard W. Koe has,
during the past five years, been convicted of any criminal proceeding
(excluding traffic violations or similar misdemeanors).
None of Astoria, Astoria Capital Management, Inc. or Richard W. Koe has,
during the past five years, been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction, as a result of which any of
them became 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.
Astoria is a California limited partnership, Astoria Capital Management, Inc.
is a California corporation and Richard W. Koe is a United States citizen.
Item 3. Source and Amount of Funds or Other Consideration
The purchases of Common Stock during period from January 31, 2000 to March 31,
2000, described in Item 5(c) below, were made by Astoria Capital Management,
Inc. on behalf of Astoria and another investment fund managed by Astoria
Capital Management, Inc. The total amount of funds used to acquire such
Common Stock was $1,321,542.27. The source of the funds was the working
capital of Astoria and the other investment fund on whose behalf the Common
Stock was purchased.
CUSIP No. 096434105 SCHEDULE 13D Page 6 of 9
Item 4. Purpose of Transaction.
Purchases of Common Stock held by Astoria and the other investment fund
managed by Astoria Capital Management, Inc. were made for investment purposes.
In March 2000, Richard W. Koe introduced the management of the Issuer to
executives of PickAX, Inc. with the hope that the board of directors of the
Issuer would establish an independent committee to study possible business
combinations between the Issuer and PickAX, Inc. PickAX, Inc. is a private
company in which Astoria, Astoria Capital Management, Inc. and Richard W. Koe
each beneficially own a controlling interest.
Item 5. Interest in Securities of the Issuer
(a) At March 31, 2000, Astoria beneficially owned 4,016,144 shares of Common
Stock and 300,000 shares of Series A Convertible Preferred Stock which are
convertible at the option of the holder into 500,100 shares of Common Stock.
The percentage of Common Stock beneficially owned by Astoria at such date was
43.6%.
At March 31, 2000, Astoria Capital Management, Inc. and Richard W. Koe
each beneficially owned 4,074,944 shares of Common Stock and 300,000 shares of
Series A Convertible Preferred Stock which are convertible at the option of
the holder into 500,100 shares of Common Stock. The percentage of Common
Stock beneficially owned by each of Astoria Capital Management, Inc. and
Richard W. Koe at such date was 44.1%.
The amounts and percentages shown in Items 7 to 11 and 13 of pages 2,3,
and 4 of this Schedule reflect the levels of beneficial ownership of the
reporting persons at March 31, 2000.
(b) Reference is made hereby to Items 7 to 10 of pages 2, 3 and 4 of this
Schedule, which Items are incorporated herein by reference. The amounts shown
in those Items reflect the level of beneficial ownership at March 31, 2000.
(c) The following purchases of Common Stock were made by the reporting
persons during the period from January 1, 2000 to March 31, 2000 and are the
only transactions in Common Stock by the reporting persons during that period:
Date Number of Price per
Shares share
Trades placed by Astoria Capital Management, Inc.
(on behalf of investment fund)
1/31/00 3,200 $18.31
1/31/00 500 $18.02
3/28/00 1,900 $16.74
CUSIP No. 096434105 SCHEDULE 13D Page 7 of 9
Trades placed by Astoria Capital Partners
2/24/00 10,000 $12.44
2/25/00 17,100 $12.68
2/28/00 5,500 $16.12
2/29/00 15,700 $18.16
3/1/00 2,000 $19.26
3/2/00 500 $19.27
3/6/00 2,000 $16.44
3/10/00 500 $17.15
3/14/00 500 $17.15
3/21/00 2,900 $15.64
3/22/00 1,000 $16.95
3/23/00 200 $17.18
3/27/00 1,700 $16.91
3/30/00 5,000 $16.20
3/31/00 13,000 $17.95
(d) The amount of Common Stock reported in this Schedule as beneficially
owned by Astoria Capital Management, Inc. and Richard W. Koe includes 58,800
shares owned by an investment fund (other than Astoria) which is managed by
Astoria Capital Management, Inc. This investment fund has the right to
receive dividends paid on such Common Stock.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
None.
Item 7. Material to be Filed as Exhibits
Exhibit A - Agreement Regarding Joint Filing of Statement on Schedule 13D
or 13G.
CUSIP No. 096434105 SCHEDULE 13D Page 8 of 9
Signatures
After reasonable inquiry and to the best of each of the undersigned's
respective knowledge and belief, each of the undersigned certifies that
the information set forth in this statement is true, complete and correct.
DATED: September 22, 2000.
ASTORIA CAPITAL PARTNERS, L.P.
By its general partner Astoria
Capital Management, Inc.
/s/ Richard W. Koe
By: Richard W. Koe
Its: President of General Partner
ASTORIA CAPITAL MANAGEMENT, INC.
/s/ Richard W. Koe
By: Richard W. Koe
Its: President
RICHARD W. KOE
/s/ Richard W. Koe
CUSIP No. 096434105 SCHEDULE 13D Page 9 of 9
Exhibit A
Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G
The undersigned agree to file jointly with the Securities and
Exchange Commission (the "SEC") any and all statements on Schedule 13D or
Schedule 13G (and any amendments or supplements thereto) required under
section 13(d) of the Securities Exchange Act of 1934, as amended, in
connection with purchases by the undersigned of the common stock of Omnis
Technology Corporation. For that purpose, the undersigned hereby constitute
and appoint Richard W. Koe as their true and lawful agent and attorney-in-
fact, with full power and authority for and on behalf of the undersigned to
prepare or cause to be prepared, sign, file with the SEC and furnish to any
other person all certificates, instruments, agreements and documents necessary
to comply with section 13(d) and section 16(a) of the Securities Exchange Act
of 1934, as amended, in connection with said purchases, and to do and perform
every act necessary and proper to be done incident to the exercise of the
foregoing power, as fully as the undersigned might or could do if personally
present.
DATED: September 22, 2000
ASTORIA CAPITAL PARTNERS, L.P.
By its general partner Astoria
Capital Management, Inc.
/s/ Richard W. Koe
By: Richard W. Koe
Its: President of General Partner
ASTORIA CAPITAL MANAGEMENT, INC.
/s/ Richard W. Koe
By: Richard W. Koe
Its: President
RICHARD W. KOE
/s/ Richard W. Koe
Richard W. Koe
