UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)
VIDEO LOTTERY TECHNOLOGIES, INC.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
92656M10
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(CUSIP Number)
William Spier
444 Madison Avenue
38th Floor
New York, New York 10022
(212) 759-3287
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(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
- with a copy to -
Peter S. Golden, Esq.
Fried, Frank, Harris, Shriver & Jacobson
One New York Plaza
New York, New York 10004
(212) 859-8000
November 19, 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 the statement / /.
This Amendment No. 14 amends and supplements the statement on
Schedule 13D filed by William Spier on October 30, 1992 and, as a
result of an amendment thereto, by Video Investment Partners, L.P.,
Asgard Ltd., Parkway M&A Capital Corporation, Alpine Associates, Ltd.,
Gabriel Capital, L.P., LBN Investment Associates, L.P., and Homer
Noble (the "Schedule 13D") with respect to Common Stock, par value
$.01 per share (the "Shares"), of Video Lottery Technologies, Inc., a
Delaware corporation (the "Company").
Unless otherwise defined, all capitalized terms used herein shall
have the meaning given such terms in the Schedule 13D.
Item 4 of the Schedule 13D is hereby amended to add the following
information.
Item 4. Purpose of Transaction
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On November 19, 1997, Mr. Spier, on behalf of the parties to the
Schedule 13D, delivered a letter to the Company requesting that the
Company prepare and file with the Securities and Exchange Commission a
registration statement under the Securities Act of 1933 with respect
to all Shares held by the parties to this Schedule 13D. The request
was made pursuant to the existing Stockholders Agreement between the
parties to the Schedule 13D and the Company, which among other things
provides for registration rights.
In light of positive business developments at the Company and the
market performance of the Shares, the parties to this Schedule 13D
currently intend to offer all of their Shares for sale. The Company
has indicated that it will cooperate in seeking to effect a sale of
the Shares and it is currently expected that a sale will be effected
pursuant to an offering underwritten on a best efforts all or none
basis by Gerard Klauer Mattison and Ladenburg, Thalman & Co., Inc.;
however, market and privately negotiated sales may also be considered
if an underwritten offering of all of the Shares cannot be effected at
attractive prices within a short period of time. Any decision to sell
Shares will be based upon prices which may be obtained, the number of
Shares which may be sold and other market and business conditions
existing at the time and, therefore, there can be no assurance that
any sales will occur. This disclosure does not constitute an offer to
sell or a solicitation of an offer to buy any Shares, which only will
be made following the effectiveness of a registration statement with
respect to the Shares (or pursuant to an exemption from registration
under the Securities Act of 1933).
Mr. Spier has advised the Company that, in connection with the
Company's cooperation in the proposed offering, he intends to enter
into a mutually satisfactory agreement with the Company providing,
among other things, that, if the beneficial ownership of Shares of the
parties of this Schedule 13D falls below 5% of the outstanding Shares
as a result of dispositions of such Shares, Mr. Spier will resign as a
director of the Company and be subject to restrictions on his ability
to acquire additional Shares.
Signature
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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.
ALPINE ASSOCIATES, LTD.
/s/William Spier By: /s/William Spier
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William Spier William Spier
Pursuant to Power of Attorney
VIDEO INVESTMENT PARTNERS, L.P. GABRIEL CAPITAL, L.P.
By: /s/William Spier By: /s/William Spier
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William Spier William Spier
Managing General Partner Pursuant to Power of Attorney
ASGARD LTD. LBN INVESTMENT ASSOCIATES, L.P.
By: /s/William Spier By: /s/William Spier
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William Spier William Spier
Pursuant to Power of Attorney Pursuant to Power of Attorney
PARKWAY M&A CAPITAL HOMER NOBLE
CORPORATION
By: /s/William Spier By: /s/William Spier
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William Spier William Spier
Pursuant to Power of Attorney Pursuant to Power of Attorney
Date: November 20, 1997
