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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
Dominion Bridge Corporation
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(Name of Issuer)
Common Stock, par value $.001 per share
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(Title of Class of Securities)
0002571921
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(CUSIP Number)
Douglas A. Gerrard, Deere Park Equities, L.L.C., 650 Dundee Road, Suite 460,
Northbrook, IL 60062; Telephone no. (847) 509-8500
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 31, 1997
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(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: / /
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).
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CUSIP No.: 0002571921
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1 NAME OF REPORTING PERSONS
SS OR IRS IDENTIFICATION NOS. OF ABOVE PERSONS
Deere Park Capital Management, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/
(b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
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NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY -----------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 630,700
REPORTING -----------------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
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10 SHARED DISPOSITIVE POWER
630,700
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 630,700
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.0%
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14 TYPE OF REPORTING PERSON
CO
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CUSIP No.: 0002571921
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1 NAME OF REPORTING PERSONS
SS OR IRS IDENTIFICATION NOS. OF ABOVE PERSONS
Douglas A. Gerrard
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/(1)
(b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF 7 SOLE VOTING POWER
SHARES 0
BENEFICIALLY -----------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 7,188,260
REPORTING -----------------------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
0
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10 SHARED DISPOSITIVE POWER
5,120,800
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 7,188,260
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.9%
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14 TYPE OF REPORTING PERSON
IN
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(1) The filing person is also filing this Schedule 13D in his individual
capacity.
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ITEM 1. SECURITY AND ISSUER.
No change.
ITEM 2. IDENTITY AND BACKGROUND.
Item 2 remains unchanged, except that the following information is hereby
added thereto:
This statement is also filed by Deere Park Capital Management, Inc., a
Delaware corporation with a business address of 650 Dundee Road, Suite 460,
Northbrook, IL 60062 ("DPCM"). Gerrard is the sole director and shareholder of
DPCM. Gerrard, who serves as the President, and Francine Gerrard ("Francine"),
Gerrard's spouse who serves as the Secretary, are the sole executive officers of
DPCM. Francine is a United States citizen residing at 130 South Deere Park,
Highland Park, Illinois 60035. The LLC, Gerrard, STG, Feldman, Marengere, FTI,
Matossian, Greyhorse, Theodoropoulos, Despres, Gelinas, Chartier, Delorme,
Servidel, Jordan, Shtym, Nespeca, Prud'homme, Amyot, Dominion Park, Wellgate,
Allen and DPCM are sometimes collectively referred to herein as the "Group" and,
individually, as "Group Members." Any disclosures herein with respect to
persons other than Group Members are made on information and belief after making
inquiry to the appropriate party. DPCM is engaged in the investment business
and Francine is an independent investor. The purpose of this Amendment No. 2 is
to supplement certain information reported on the statement on Schedule 13D, as
amended, filed with the Securities and Exchange Commission by the Group and by
certain of the Group Members, including Gerrard, in their individual capacities,
with respect to the beneficial ownership of the Common Stock, par value $.001
per share, issued by Dominion Bridge Corporation.
This Statement is also filed by Gerrard in his individual capacity.
Neither DPCM nor Francine has, during the last five years, been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors).
Neither DPCM nor Francine has, during the last five years, been a party to
a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was 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.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 3 remains unchanged, except that the following information is hereby
added thereto:
Between October 27, 1997 and October 31, 1997, DPCM purchased an aggregate
of 630,700 shares of Common Stock, for an aggregate purchase price of
$1,346,357.55, using its working capital.
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ITEM 4. PURPOSE OF TRANSACTION.
Item 4 remains unchanged, except that the following information is hereby
added thereto:
Like the other Group Members, DPCM acquired its shares of Common Stock for
investment purposes.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 remains unchanged, except that for following information:
(a) The aggregate percentage of shares of Common Stock reported owned by
each person in this Amendment No. 2 is based upon 31,447,648 shares outstanding,
which is the total number of shares of Common Stock outstanding on September 12
1997, as reported by the Company in its Amendment No. 1 to Form 10-Q for the
period ending June 30, 1997, filed with the Securities and Exchange Commission
on September 18, 1997.
The Group beneficially owns 6,557,560 shares of Common Stock,
representing approximately 20.9% of the number of issued and outstanding
shares of Common Stock. Gerrard beneficially owns 7,188,260 shares of
Common Stock, representing approximately 22.9% of the number of issued and
outstanding shares of Common Stock.
DPCM beneficially owns 630,700 shares, representing approximately 2.0%
of the number of issued and outstanding shares of Common Stock.
Francine does not beneficially own any shares of Common Stock.
(b) Each of Dominion Park, the LLC, Gerrard, Wellgate, Marengere and
Matossian shares the power to vote 6,557,560 shares of Common Stock beneficially
owned by Gerrard and the Group with the others, and the power to dispose of
4,490,100 shares of Common Stock beneficially owned by Gerrard and the Group
with the others. Each of Gerrard and DPCM shares the power to dispose of
630,700 shares of Common Stock beneficially owned by him or it with the other.
(c) On October 28, 1997, DPCM purchased (i) 2,500 shares of Common Stock
for an aggregate purchase price of $4,137.50 ($1.625 per share); (ii) 5,000
shares of Common Stock for an aggregate purchase price of $7,341.35 ($1.4375 per
share); (iii) 11,000 shares of Common Stock for an aggregate purchase price of
$19,580 ($1.75 per share); and (iv) 45,000 shares of Common Stock for an
aggregate purchase price of $68,850 ($1.50 per share). On October 29, 1997,
DPCM purchased (i) 10,000 shares of Common Stock for an aggregate purchase price
of $17,803.85 ($1.75 per share); and (ii) 55,000 shares of Common Stock for an
aggregate purchase price of $104,775 ($1.875 per share). On October 30, 1997,
DPCM purchased 180,000 shares of Common Stock for an aggregate purchase price of
$386,031.85 ($2.1446 per share). On October 31, 1997, DPCM purchased 322,200
shares of Common Stock for an aggregate purchase price of $737,838 ($2.29 per
share). All of such shares of Common Stock were purchased on the open market.
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(d) See Item 4 hereof.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Item 6 remains unchanged, except that the following information is hereby
added thereto:
Gerrard is the sole shareholder and director of DPCM. Gerrard, who serves
as the President, and Francine, Gerrard's spouse who serves as the Secretary,
are the sole executive officers of DPCM.
DPCM has executed a Joint Filing Agreement, dated as of November 3, 1997
(the "Joint Filing Agreement"), pursuant to Rule 13d-1(f) of the Exchange Act,
pursuant to which such Group Member granted a power of attorney in favor of
Gerrard to execute on its behalf this Schedule 13D and all amendments hereto and
such other documents in connection therewith, and to file the same with the
Securities and Exchange Commission on behalf of such Group Member.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
1. Joint Filing Agreement
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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: November 3, 1997
/s/ Douglas A. Gerrard
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Douglas A. Gerrard
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EXHIBIT INDEX
Exhibit No. Document
1. Joint Filing Agreement, dated November 3, 1997, pursuant to Rule 13d-
1(f), including Power of Attorney granted to Douglas A. Gerrard to
sign Schedule 13D and all amendments thereto, and to file the same
with the Securities and Exchange Commission, and other documents in
connection therewith, on behalf of Deere Park Capital Management, Inc.
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EXHIBIT 1
AGREEMENT
AGREEMENT, dated as of November 3, 1997, by and between each of the persons
named on the signature pages hereto.
WHEREAS, on August 19, 1997, a Schedule 13D (the "Schedule 13D"), executed
by Douglas A. Gerrard ("Gerrard"), was filed with the Securities and Exchange
Commission (the "Commission") on behalf of a "group" (the "Group") with respect
to the beneficial ownership of shares of common stock (the "Common Stock") of
Dominion Bridge Corporation (the "Company") for purposes of Rule 13d-1 and
Schedule 13D promulgated by the Commission; and
WHEREAS, the undersigned constitutes an additional member of the Group.
NOW, THEREFORE, the parties hereto hereby agree as follows:
1. An amended statement containing the information required by Schedule
13D shall be prepared with respect to the interests in shares of Common Stock
held by the undersigned (the "Amendment"). The undersigned shall be responsible
for the completeness and accuracy concerning it contained therein, but shall not
be responsible for the completeness and accuracy of the information concerning
any other party contained therein, except to the extent that it knows or has
reason to believe that such information is inaccurate.
2. Gerrard shall be designated as the person authorized to receive
notices and communications with respect to the Amendment and any additional
amendments to the Schedule 13D.
3. The undersigned hereby constitutes and appoints Douglas A. Gerrard its
true and lawful attorney-in-fact and agent, with full power of substitution and
resubstitution for it and in its name, place and stead, in any and all
capacities, to sign the Amendment and any additional amendments to the Schedule
13D, and other documents in connection therewith, to be filed with the
Commission, granting unto said attorney-in-fact and agent all power and
authority to do and perform each and every act requisite and necessary to be
done, as fully to all intents and purposes as he or it might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and
agent, or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.
4. This Agreement may be executed in counterparts, each of which taken
together shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the
date first above written.
DEERE PARK CAPITAL MANAGEMENT, INC.
By:/s/ Douglas A. Gerrard
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Name: Douglas A. Gerrard
Title: President
/s/ Douglas A. Gerrard
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Douglas A. Gerrard
