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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4 )*
HOME FEDERAL FINANCIAL CORPORATION
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
(Title of Class of Securities)
436925-10-1
(CUSIP Number)
John Cento, Senior Vice President
Deltec Asset Management Corporation
535 Madison Avenue, New York, N.Y. 10022
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
May 31, 1996
(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 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 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
CUSIP No. 436925-10-1
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Deltec International S.A.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF, WC, PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Panama
7 SOLE VOTING POWER
None
NUMBER OF 8 SHARED VOTING POWER
SHARES None
BENEFICIALLY
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING None
PERSON
WITH 10 SHARED DISPOSITIVE POWER
None
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14 TYPE OF REPORTING PERSON*
CO
*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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This Amendment No. 4 amends and supplements the
Statement on Schedule 13D, as heretofore amended and supplemented, filed by
Deltec International S.A. relating to the Common Stock, par value $.01 per
share, of Home Federal Financial Corporation. Because this Amendment No. 4
is being filed electronically, Items 1-4 and 6-7 are being restated to
reflect the text of such items as previously filed. Item 5 is revised
herein.
Item 1. Security and Issuer
The class of equity securities to which this statement
relates is the Common Stock, par value $0.01 per share (the "Shares"), of
Home Federal Financial Corporation ("Home Federal") whose principal execu-
tive offices are located at 20 O'Farrell Street, San Francisco, California
94108.
Item 2. Identity and Background
This statement is filed by Deltec International S.A.
("Deltec International"), a Panamanian corporation. Deltec International
is a holding company which is engaged through various subsidiaries prin-
cipally in the provision of investment advisory and private banking services
es in the Bahamas, the United States and the United Kingdom. On August 27,
1993, Deltec International purchased all of the assets of Deltec Panamerica
S.A. ("Deltec Panamerica"), a Panamanian corporation, which theretofore
owned the subsidiaries
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through which Deltec International now conducts business. Deltec Inter-
national's subsidiaries include The Deltec Banking Corporation Limited
("Deltec Banking"), a Bahamian banking corporation which is engaged princi-
pally in investment and merchant banking in the Bahamas, and Deltec Pana-
merica Trust Company Limited ("Deltec Trust"), a Bahamian corporation which
is engaged principally in the personal and corporate trust business in the
Bahamas. Any securities beneficially owned by Deltec Banking or Deltec
Trust may be regarded, for purposes of Section 13(d) of the Securities Ex-
change Act of 1934 (the "Act"), as being beneficially owned by Deltec In-
ternational. The address of the principal business and offices of Deltec
International, Deltec Banking and Deltec Trust is Deltec House, Lyford Cay,
Nassau, Bahamas.
Appendix I attached hereto sets forth, with respect to
each executive officer and director of Deltec International, Deltec Banking
and Deltec Trust, the following information: (a) name, (b) residence or
business address, (c) present principal occupation or employment and the
name, principal business and address of any corporation or other organiza-
tion in which such employment is conducted, and (d) citizenship. Except
where otherwise indicated in Appendix I or as indicated above, the princi-
pal business of each organization listed in Appendix I is the provision of
financial services.
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During the five years preceding the filing of this
statement, neither Deltec International, Deltec Banking, Deltec Trust, nor,
to the knowledge of Deltec International, any of their respective executive
officers or directors, has been convicted in a criminal proceeding (exclud-
ing traffic violations or similar misdemeanors) or has been a party to a
civil proceeding of a judicial or administrative body of competent juris-
diction as a result of which it or any such person was or is subject to a
judgment, decree or final order enjoining future violations of, or prohib-
iting or mandating activities subject to, United States federal or state
securities laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
Deltec International expended approximately $98.5
million in order to purchase all of the assets of Deltec Panamerica, which
had previously acquired beneficial ownership of the Shares to which this
statement relates. No portion of such $98.5 million was allocated to any
Shares of Home Federal. General corporate funds of Deltec Banking were
used to purchase the 167,373 Shares which are owned beneficially by Deltec
International through Deltec Banking. Funds of customers of Deltec Trust
for whom Deltec Trust is authorized to exercise investment discretion were
used to purchase the Shares which are owned beneficially by Deltec
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International through Deltec Trust. The aggregate amount of such funds
expended by Deltec Banking and customers of Deltec Trust to purchase such
Shares was $2,718,758. No borrowed funds were used in connection with such
purchases.
Item 4. Purpose of Transaction
The 294,245 Shares referred to in Item 5 were acquired
by Deltec Banking and by customers of Deltec Trust for investment. Except
as set forth below, at the present time Deltec International has no plans
or proposals which relate to or would result in (a) the acquisition by any
person of additional securities of Home Federal, or the disposition of
securities of Home Federal, (b) an extraordinary corporate transaction,
such as merger, reorganization or liquidation, involving Home Federal or
any of its subsidiaries, (c) a sale or transfer of a material amount of
assets of Home Federal or any of its subsidiaries, (d) any change in the
present board of directors or management of Home Federal, including any
plans or proposals to change the number or term of directors or to fill any
existing vacancies on the board, (e) any material change in the present
capitalization or dividend policy of Home Federal, (f) any other material
change in Home Federal's business or corporate structure, (g) changes in
Home Federal's charter, bylaws or instruments corresponding thereto or
other actions which may impede the acquisition of control of Home Federal
by any
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person, (h) causing a class of securities of Home Federal to be delisted
from a national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national securi-
ties association, (i) a class of equity securities of Home Federal becoming
eligible for termination of registration pursuant to Section 12(g)(4) of
the Act or (j) any action similar to any of those enumerated above.
Deltec International is filing an application with the
Office of Thrift Supervision ("OTS") in order to request its determination
that no control relationship will exist if Deltec International acquires
beneficial ownership of additional Shares up to, but not more than, 25% of
the outstanding Shares. If the submission is approved and a rebuttal a-
greement is executed by OTS, Deltec International presently intends to ac-
quire additional Shares of Home Federal, in the open market or otherwise,
at any time or from time to time, and to purchase all of the Shares owned
by customers of Deltec Trust. No such purchases which would result in the
percentage of the outstanding Shares beneficially owned by Deltec Inter-
national exceeding 10% of the outstanding Shares will be made until after
approval by OTS.
On September 30, 1993, the Office of Thrift Supervi-
sion ("OTS") accepted the rebuttal submission filed by Deltec International
and agreed that no control relationship will exist if Deltec International
acquires beneficial ownership
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of additional Shares up to, but not more than, 25% of the outstanding
Shares. A copy of the Rebuttal Agreement as signed by the Assistant
Regional Director of the OTS is filed as Exhibit 1 hereto. Deltec Interna-
tional accordingly intends to acquire additional Shares of Home Federal, in
the open market or otherwise, at any time or from time to time.
On October 28, 1993, Arthur E. Byrnes, Chairman of
Deltec Asset Management, was elected to the Board of Directors of Home
Federal for a term expiring at the 1996 annual meeting of Home Federal.
Item 5. Interest in Securities of the Issuer
On May 31, 1996, Deltec International disposed of all
of its Shares of Home Federal in connection with the merger of Home Federal
into First Nationwide Bank and no longer owns any Shares.
Item 6. Contracts, Arrangements, Understandings Or Relationships
With Respect To Securities Of The Issuer
Deltec International presently has no contracts, ar-
rangements, understandings or relationships with any person with respect to
any securities of Home Federal.
Item 7. Material to Be Filed as Exhibits
1. Rebuttal Agreement signed by Deltec International
and related parties on September 7, 1993 and by the Assistant Regional
Director of OTS on September 30, 1993.
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2. Power of Attorney, dated November 8, 1993, signed
by the President of Deltec International S.A. authorizing John Cento to
sign statements on Schedule 13D and amendments thereto.
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SIGNATURE
After reasonable inquiry and to the best of its knowl-
edge and belief, the undersigned certifies that the information set forth
in this Statement is true, complete and correct.
Dated: June 6, 1996
DELTEC INTERNATIONAL S.A.
By:/s/ John Cento
John Cento
Authorized Representative
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APPENDIX I
DELTEC INTERNATIONAL S.A.
DIRECTORS AND OFFICERS
PRINCIPAL NAME AND
NAME OCCUPATION BUSINESS ADDRESS CITIZENSHIP
Clarence Dauphinot Chairman of the Deltec International S.A. U.S.
Chairman; Board P. O. Box 3229
Director Deltec Nassau, Bahamas
International S.A.
Matthew F. Gibbons President of Deltec Deltec International S.A. British
President; Director International S.A. P. O. Box 3229
Nassau, Bahamas
Penelope Dauphinot Vice President of Deltec International S.A. Brazilian
Vice President Deltec Inter- P. O. Box 3229
and Assistant national S.A. Nassau, Bahamas
Secretary
Gordon Bradshaw Vice President, The Deltec Banking Canadian
Controller; Controller & Corporation Ltd.
Treasurer Treasurer of The P. O. Box 3229
Deltec Banking Nassau, Bahamas
Corporation Ltd.
Stephanie E. Harding Secretary of The The Deltec Banking Bahamian
Secretary Deltec Banking Corporation Ltd.
Corporation Ltd. P. O. Box 3229
Nassau, Bahamas
Arthur E. Byrnes Chairman of the Deltec Asset Mgmt. Corp. U.S.
Director Board 535 Madison Avenue
Deltec Asset Mgmt. New York, N.Y. 10022
Corporation
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Peter S. Darling Managing Director Mercury Asset Mgmt Group British
Deputy Chairman Mercury Asset Mgmt 33 King William Street
Group London, England 3C2R 9AS
Albert H. Gordon Honorary Chairman Kidder Peabody & Co. Inc. U.S.
Director Kidder Peabody & 10 Hanover Square
Co. Inc. New York, N.Y. 10005
John R. Gordon President Deltec Asset Mgmt. Corp. U.S.
Director Deltec Asset Mgmt. 535 Madison Avenue
Corporation New York, N.Y. 10022
Peter T. Kikis Private Investor c/o U.S.
Director Deltec Asset Mgmt. Corp.
535 Madison Avenue
New York, N.Y. 10022
Louis Marx, Jr. Chairman Prospect Group U.S.
Director Prospect Group 667 Madison Avenue
New York, N.Y. 10022
David P. McNaughtan Chairman & Deltec International S.A. British
Director President P. O. Box 3229
Deltec Panamerica Nassau, Bahamas
Trust Company
Limited
J. Mario Santo Domingo Presidente del Cervecerias Bavaria S.A. Colombian
Director Directorio (brewery)
Bavaria, S.A. Apartado Aereo 3538
Bogota, Colombia
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Gustavo J. Vollmer, Sr. President Corpalmar Venezuelan
Corpalmar (sugar mill)
Edificio Banco Del Orinoco
Pisoq, Ave.FCO De Miranda
Sector La Floresta
Caracas, Venezuela
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DELTEC PANAMERICA TRUST COMPANY LIMITED
DIRECTORS AND OFFICERS
PRINCIPAL NAME AND
NAME OCCUPATION BUSINESS ADDRESS CITIZENSHIP
David P. McNaughtan Chairman & Deltec Panamerica Trust British
Chairman, President Company Limited
President of Deltec P. O. Box 3229
and Director Panamerica Nassau, Bahamas
Trust Company Ltd.
Jennifer E. Rahming Trust Officer of Deltec Panamerica Trust Bahamian
Trust Officer Deltec Panamerica Company Limited
Assistant Vice Trust Company Ltd. P. O. Box 3229
President and Nassau, Bahamas
Director
Ella M. Thompson Secretary-Treasurer Deltec Panamerica Trust Bahamian
Secretary- of Deltec Company Limited
Treasurer Panamerica P. O. Box 3229
and Director Trust Company Ltd. Nassau, Bahamas
Penelope Dauphinot Vice President of Deltec International S.A. Brazilian
Director Deltec Interna- P. O. Box 3229
tional S.A Nassau, Bahamas
Antonio Augusto de President Deltec Holdings Inc. Portuguese
Araujo Faria Deltec Holdings (real estate development)
Guedes Inc. Rua Alcides Lourenco Da Rocha
Director 167-10 Andar
Sao Paulo, Brazil
CEP 04571
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Roland P. Malimpensa Vice President Deltec Holdings Inc. Brazilian
Director Deltec Holdings (real estate development)
Inc. Rua Alcides Lourenco Da Rocha
167-10 Andar
Sao Paulo, Brazil
CEP 04571
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THE DELTEC BANKING CORPORATION LIMITED
DIRECTORS AND OFFICERS
PRINCIPAL NAME AND
NAME OCCUPATION BUSINESS ADDRESS CITIZENSHIP
Clarence Dauphinot Chairman of the Deltec International S.A. U.S.
Chairman; Board P. O. Box 3229
Director Deltec Nassau, Bahamas
International
S.A.
Matthew F. Gibbons President Deltec International S.A. British
President; Deltec P. O. Box 3229
Director International Nassau, Bahamas
S.A.
David P. McNaughtan Chairman & Deltec Panamerica British
Executive Vice President Trust Company Ltd.
President and Deltec Panamerica P. O. Box 3229
Chief Operating Trust Company Nassau, Bahamas
Officer Limited
Jeffrey Williams Vice President of Deltec Panamerica Bahamian
Vice President Deltec Panamerica Trust Company Ltd.
Trust Company P. O. Box 3229
Limited Nassau, Bahamas
Nicolette Gardiner Assistant Deltec Panamerica Bahamian
Assistant Controller Trust Company Ltd.
Controller of Deltec P. O. Box 3229
& Assistant Panamerica Nassau, Bahamas
Secretary Trust Company
Limited
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Stephanie E. Harding Secretary & The Deltec Banking Bahamian
Secretary & Treasurer Corporation Ltd.
Treasurer of The Deltec P. O. Box 3229
Banking Nassau, Bahamas
Corporation Limited
Gordon Bradshaw Vice President & The Deltec Banking Canadian
Vice President, Controller of The Corporation Ltd.
Controller & Deltec P. O. Box 3229
Director Banking Corp. Ltd. Nassau, Bahamas
Ltd.
Antonio Augusto de President Deltec Holdings Inc. Portuguese
Araujo Faria Guedes Deltec Holdings (real estate development)
Vice President Inc. Rua Alcides Lourenco
and Director Da Rocha
167-10 Andar
Sao Paulo, Brazil
CEP 04571
Roland P. Malimpensa Vice President Deltec Holdings Inc. Brazilian
Director Deltec Holdings (real estate development)
Inc. Rua Alcides Lourenco Da Rocha
167-10 Andar
Sao Paulo, Brazil
CEP 04571
