UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __)*
AMERICAN RESIDENTIAL SERVICES, INC.
(Name of Issuer)
COMMON STOCK, $.001 PAR VALUE
(Title of Class of Securities)
028911 10 5
(CUSIP Number)
Nolan Lehmann, Equus II Incorporated, 2929 Allen Parkway, Suite 2500, Houston,
Texas 77019, 713-529-0900
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
July 17, 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 [ X ].
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. 028911 10 5 13D Page 2 of 6 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Equus II Incorporated
76-0345915
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
The Reporting Persons disclaim any existence of, or the necessity for
filing as, a group
3 SEC USE ONLY
4 SOURCE OF FUNDS (See Instructions) OO, WC, and PF - See Item 3 below.
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(E) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
NUMBER OF 7 SOLE VOTING POWER 1,225,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 1,225,000
REPORTING
PERSON 10 SHARED DISPOSITIVE POWER 0
WITH
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,225,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES(See Instructions) [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.9%
14 TYPE OF REPORTING PERSON(See Instructions) CO, IV
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CUSIP NO. 028911 10 5 13D Page 3 of 6 Pages
Item 1. Security and Issuer.
This statement relates to the Common Stock, $.001 par value, of
American Residential Services, Inc., a Delaware corporation ("ARS"). The
principal executive offices of the issuer are located at 5850 San Felipe, Suite
500, Houston, Texas 77057.
Item 2. Identity and Background.
This Schedule 13D is filed by Equus II Incorporated ("EQS"), a
corporation organized under the laws of the State of Delaware. The address of
EQS's business and principal office is 2929 Allen Parkway, Suite 2500, Houston,
Texas 77019, and its telephone number at that address is (713) 529-0900. EQS is
an investment fund that seeks to achieve capital appreciation by making equity
and equity-oriented investments in securities issued by privately-owned
companies in transactions negotiated directly with such companies.
Pursuant to General Instruction "C" for Schedule 13D, set forth below
is certain information concerning (i) each executive officer and director (or
similar person) of EQS, (ii) each person controlling EQS and (iii) each
executive officer and director (or similar person) of such controlling person.
Equus Capital Management Corporation ("ECMC") is a corporation
organized under the laws of the state of Delaware and is a registered investment
adviser. The address of ECMC's business and principal office is 2929 Allen
Parkway, Suite 2500, Houston, Texas 77019. ECMC's principal business is to act
as investment adviser for EQS and other affiliated investment partnerships.
Equus Corporation International ("ECI") is a corporation organized
under the laws of the state of Delaware. The address of ECI's business and
principal office is 2929 Allen Parkway, Suite 2500, Houston, Texas 77019. ECI
owns 80% of the outstanding capital stock of ECMC.
The executive officers of EQS are as follows:
Sam P. Douglass. Mr. Douglass' business address is 2929 Allen Parkway,
Suite 2500, Houston, Texas 77019. Mr. Douglass is Chairman of the Board of EQS,
ECMC and ECI.
Nolan Lehmann. Mr. Lehmann's business address is 2929 Allen Parkway,
Suite 2500, Houston, Texas 77019. Mr. Lehmann is President and a director of EQS
and ECMC. In addition Mr. Lehmann is a director of ARS.
Patrick M. Cahill. Mr. Cahill's business address is 2929 Allen Parkway,
Suite 2500, Houston, Texas 77019. Mr. Cahill is a Vice President and Treasurer
of EQS and Controller of ECMC.
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CUSIP NO. 028911 10 5 13D Page 4 of 6 Pages
Tracy H. Cohen. Ms. Cohen's business address is 2929 Allen Parkway,
Suite 2500, Houston, Texas 77019. Ms. Cohen is a Vice President and Secretary of
EQS and Investor Relations Manager of ECMC.
Gary L. Forbes. Mr. Forbes' business address is 2929 Allen Parkway,
Suite 2500, Houston, Texas 77019. Mr. Forbes is a Vice President of EQS and
ECMC.
Randall B. Hale. Mr. Hale's business address is 2929 Allen Parkway,
Suite 2500, Houston, Texas 77019. Mr. Hale is a Vice President of EQS and ECMC
and a director of ECMC. In addition Mr. Hale is a director of ARS.
The directors of EQS are as follows:
Sam P. Douglass. Information concerning Mr. Douglass is furnished
above.
Gregory J Flanagan. Mr. Flanagan's business address is Two Pierce
Place, Itasca, IL 60143-3141. Mr Flanagan is a Vice President of Arthur J.
Gallagher.
Robert L. Knauss. Mr. Knauss's business address is 1990 Post Oak, Suite
1630, Houston, Texas 77056. Mr. Knauss is Chairman and Chief Executive Officer
of Baltic International USA, Inc.
Nolan Lehmann. Information concerning Mr. Lehmann is furnished above.
Gary L. Petersen. Mr. Petersen's business address is 1100 Louisiana,
Suite 3150, Houston, Texas 77002. Mr. Petersen is a Partner of EnCap
Investments, L. C.
John W. Storms. Mr. Storms' business address is 1980 Post Oak Blvd.,
Suite 2110, Houston, Texas 77056. Mr. Storms is Managing General Partner of
Storms & Critz, Certified Public Accountants.
Dr. Francis D. Tuggle. Dr. Tuggle's business address is 4400
Massachusetts Ave. N.W., The Battelle Bldg., Room 105, Washington, DC
20016-8044. Dr. Tuggle is a Professor at the Kogod Colledge of Business
Administration at American University.
Dr. Edward E. Williams. Dr. Williams' business address is 13231
Champion Forest Drive, Suite 110, Houston, Texas 77069. Dr Williams is the Henry
Gardiner Symonds Proferror and Director of the Entrepreneurship Program of the
Jesse H. Jones Graduate School of Administration at Rice University.
None of the foregoing persons, during the last five years, has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors)or has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of
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CUSIP NO. 028911 10 5 13D Page 5 of 6 Pages
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.
From July 7, 1997 through July 17, 1997, EQS sold 96,035 shares of ARS
common stock for $2,186,926.
All prior acquisitions of shares by EQS were made with the working
capital or personal funds of such persons.
EQS may sell additional shares of ARS Common Stock.
Item 4. Purpose of Transaction.
See Item 3. EQS acquired shares of ARS Common Stock in the ordinary
course of business for investment purposes and not with the purpose of changing
or influencing the control of ARS, nor in connection with or as a participant in
any transaction having such purpose. EQS may sell shares of ARS Common Stock for
its business investment objectives.
EQS has no present plans or proposals that relate to or will result in
any transactions or events described in Items 4(a) to (j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a) and (b) At the date hereof, EQS has the sole power to vote and dispose
of 1,125,000 shares of common stock of ARS and a warrant to purchase 100,000
shares of ARS common stock. The common stock and warrants held by ARS represents
approximately 7.9% of the 15,421,322 shares of common stock of ARS (15,321,322
shares currently outstanding plus 100,000 additional shares that would be
outstanding on the exercise of EQS's warrant to purchase 100,000 shares of ARS
common stock) that would deemed to be outstanding as of March 5, 1998, based on
the September 30, 1997, Form 10-Q as filed by ARS.
(c) Except as set forth in Item 3, and as described below, EQS has not
effected any transactions during the past 60 days.
(d) With respect to ARS, no person other than the Reporting Person is known
to have the right to receive or the power to direct receipt of dividends from,
or the proceeds from the sale of, the securities owned by EQS (except to the
extent of the marital property interest therein of the spouse of any such
person).
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
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CUSIP NO. 028911 10 5 13D Page 6 of 6 Pages
There are no contracts, arrangements, understandings, or relationships
(legal or otherwise) among the Reporting Person or between any person listed in
Item 2 and any other person with respect to any securities of ARS.
Item 7. Material to be Filed as Exhibits.
None
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.
Date: March 9, 1998
Signatures:
Equus II Incorporated
By /s/ NOLAN LEHMANN
Name: Nolan Lehmann
Title: President
