SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)*
NAME OF ISSUER: Motts Holdings, Inc.
TITLE OF CLASS OF SECURITIES: Common Stock
CUSIP NUMBER: 620124107
NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS:
Natalie I. Koether, Esq., Rosenman & Colin
P. O. Box 97, Far Hills, New Jersey 07931 (908) 766-4101
DATE OF EVENT WHICH REQUIRES FILING: July 21, 1995
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: ________
Check the following 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 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 pages)
<PAGE>
CUSIP NO.: 620124107
1. NAME OF REPORTING PERSON: Asset Value Fund Limited Partnership
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 BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e): YES NO X
6. CITIZENSHIP OR PLACE OF ORGANIZATION: New Jersey
7. SOLE VOTING POWER: 307,825
8. SHARED VOTING POWER:
9. SOLE DISPOSITIVE POWER: 307,825
10. SHARED DISPOSITIVE POWER:
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 307,825
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: YES NO X
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 12.12%
14. TYPE OF REPORTING PERSON: PN
<PAGE>
Item 1. SECURITY AND ISSUER
This Schedule relates to the shares of common stock, par value $1 per share
("Common Stock"), of Motts Holdings, Inc. ("Motts"), a corporation organized
under the laws of the state of Connecticut. The principal executive offices of
Motts are located at 59 Leggett Street, East Hartford, Connecticut 06108.
The capitalized terms used throughout Amendment 4 and the restatement of
all prior Amendments, which are not otherwise defined herein, shall have the
same meaning as in the original Schedule 13D.
Item 2. IDENTITY AND BACKGROUND
(a), (b), and (c) This Schedule is being filed by Asset Value Fund Limited
Partnership, ("Asset Value") a New Jersey limited partnership engaged in
investing in securities. Through its wholly-owned subsidiary, Asset Value
Holdings, Inc., a Delaware corporation ("AVH"), Asset Value owns 56.5% of
American Metals Service, Inc., a Florida corporation ("AMTS") which is engaged
in seeking acquisitions. The sole general partner of Asset Value is Asset Value
Management, Inc., a Delaware corporation ("Asset Value Management"). Asset Value
Management is a wholly-owned subsidiary of Kent Financial Services, Inc.
("Kent"), whose principal business is the operation of its wholly-owned
subsidiary, T. R. Winston & Company, Inc., a New Jersey corporation ("TRW"),
which is a securities broker-dealer registered with the National Association of
Securities Dealers, Inc. Asset Value, Asset Value Management, Kent, TRW, AVH,
and AMTS all maintain offices at 376 Main Street, Bedminster, New Jersey 07921.
(See Exhibits A and B as filed in the the original Form 13D for information,
including addresses and principal businesses or occupations, about the executive
officers and directors of Asset Value Management and Kent, respectively.)
(d) During the past five years, neither Asset Value, Asset Value
Management, Kent, nor any of the persons listed on Exhibits A and B has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the past five years, neither Asset Value, Asset Value
Management, Kent, nor any of the persons listed on Exhibits A and B has been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of which was 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) Asset Value is a New Jersey limited partnership, and Asset Value
Management and Kent are Delaware corporations.
<PAGE>
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Through May 12, 1993, TRW had acquired an aggregate of 50,000 shares of
Motts Common Stock (the "Shares") in open market purchases commencing in
November 1991. Effective May 12, 1993, TRW sold the Shares to Asset Value for a
purchase price of $275,000, representing the aggregate market value of the
Shares on the date of the sale. The aggregate purchase price, including
brokerage commissions for the additional 92,000 Shares purchased by Asset Value
in open market or private transactions through the close of business on May 21,
1993, is $509,795. Asset Value utilized working capital for the purchase of the
Shares.
AMENDMENT NO. 1: Item 3 is hereby amended by the addition of the following:
Since the date of the last filing, Asset Value has acquired an additional
28,000 Shares at an aggregate purchase price of $161,227.50, including any
brokerage commissions. Asset Value utilized working capital for the purchase of
these Shares.
AMENDMENT NO. 2: Item 3 is hereby amended by the addition of the following:
Since the date of the last filing, Asset Value has acquired an additional
137,825 Shares at an aggregate purchase price of $459,861.00, including any
brokerage commissions. Asset Value utilized working capital for the purchase of
these Shares.
<PAGE>
Item 4. PURPOSE OF TRANSACTION.
Asset Value will hold the Shares for capital appreciation. Asset Value
intends to review available options to enhance the stockholder values of Motts.
Asset Value currently intends to acquire additional shares from time to
time in open market or private transactions but, depending on future
developments relating to general economic conditions or alternative investment
opportunities, may also determine from time to time, or at any time, to sell or
otherwise dispose of some or all of its shares.
Except as otherwise indicated herein, Asset Value has no plans or proposals
which relate to or would result in any of the actions or matters referred to in
the text of Item 4 of Schedule 13D.
AMENDMENT NO. 3: Item 4 is hereby amended by the addition of the following:
In a letter dated March 6, 1995, Asset Value requested that its designee, Paul
O. Koether, be presented for election as a director at the next annual meeting
of Motts. A copy of that letter is incorporated herein by reference.
AMENDMENT NO.4: Item 4 is hereby amended by the addition of the following:
On July 12, 1995, Motts tendered for Shares of its Common Stock at a price of
$7.15 per Share. Asset Value has tendered all of the 307,825 Shares it owns.
<PAGE>
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the close of business on May 21, 1993, Asset Value beneficially
owned 142,000 Shares representing 5.59% of the Shares outstanding based on
2,539,454 Shares outstanding on April 1, 1993, as reported in the Proxy
Statement of Motts dated April 12, 1993.
(b) The information presented in Items 7 through 10 of the cover sheet to
this Schedule 13D is incorporated herein by reference.
(c) Exhibit D hereto sets forth all transactions in Shares effected by
Asset Value, Asset Value Management, Kent and the persons listed on Exhibits A
and B in the sixty days preceding the date of this Statement, the dates of such
transactions, and the per share purchase or sale price. The transactions
reported herein, unless otherwise indicated, were open market transactions
effected on the American Stock Exchange.
AMENDMENT NO. 1: Item 5 is hereby amended to update the information
provided as follows:
(a) As of the close of business on July 20, 1994, Asset Value beneficially
owned 170,000 Shares representing 6.69% of the Shares outstanding based on
2,539,454 Shares outstanding on May 13, 1994, as reported in the Form 10-QSB for
the three months ended April 2, 1994.
AMENDMENT NO. 2: Item 5 is hereby amended to update the information
provided as follows:
(a) As of the close of business on November 18, 1994, Asset Value
beneficially owned 307,825 Shares representing 12.12% of the Shares outstanding
based on 2,539,454 Shares outstanding as reported in the Form 10-QSB for the six
months ended October 31, 1994.
Item 6. CONTRACTS, AGREEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Not applicable.
<PAGE>
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit A - Executive Officers and Directors of Asset Value Management,
Inc.
(Incorporated herein by reference to Motts Schedule 13D
dated May 12, 1993)
Exhibit B - Executive Officers and Directors of Kent Financial Services,
Inc.
(Incorporated herein by reference to Motts Schedule 13D
dated May 12, 1993)
Exhibit C - All transactions in Motts Common Stock effected in the
past sixty days from the date of the original Schedule 13D
filed on May 21, 1993 and from the date of each subsequent
amendment.
<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.
Dated: July 24, 1995
ASSET VALUE FUND LIMITED PARTNERSHIP
By: Asset Value Management, Inc.
General Partner
/s/ JOHN W. GALUCHIE, JR.
-----------------------------
John W. Galuchie, Jr.
Treasurer and Secretary
<PAGE>
EXHIBIT C
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<S> <C> <C>
NUMBER OF PRICE
DATE SHARES PURCHASED PER SHARE*
- -------- ---------------- ----------
ORIGINAL SCHEDULE 13 FILED ON MAY 21, 1993:
05/12/93 .........................................50,000** $5 1/2
05/12/93 ......................................... 500 6
05/12/93 ......................................... 500 5 7/8
05/12/93 ......................................... 500 5 5/8
05/12/93 ......................................... 9,500 5 3/4
05/12/93 .........................................81,000 5 1/2
SCHEDULE 13D/A - AMENDMENT 1:
07/11/94 ......................................... 1,600 5.00
07/12/94 ......................................... 5,400 5.00
07/12/94 ......................................... 2,800 5.00
07/13/94 ......................................... 2,000 5.00
07/19/94 ......................................... 600 5.00
07/20/94 ......................................... 4,600 5.00
SCHEDULE 13D/A - AMENDMENT 2:
10/24/94 ......................................... 7,000 4.00
11/18/94 .........................................129,325 3.25
*Exclusive of brokerage commissions, if any.
**Private transaction.
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