UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7 )*
LeCroy Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
52324W109
(CUSIP Number)
Kathleen S. Tillotson, Esq., Kopp Investment Advisors,
7701 France Ave. So., Suite 500
Edina, MN 55435 (612) 841-0400
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
09/19/00
(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.))
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).
SCHEDULE 13D
CUSIP No. 52324W109 Page 1 of 4
l) Name of Reporting Person
S.S. or I.R.S. Identification No. of Person
Kopp Investment Advisors, Inc.
I.D. No. 41-1663810
2) Check the appropriate box if a Member of a Group
(a)
(b)
3) SEC Use Only
4) Source of Funds
OO: Client Funds; WC
5) Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [ ]
6) Citizenship or Place of Organization
Minnesota
Number of shares 7) Sole Voting Power: 922,500
Beneficially Owned
by Each Reporting
Person With: 8) Shared Voting Power: 0
9) Sole Dispositive Power: 755,000
10) Shared Dispositive Power:
988,600
11) Aggregate Amount Beneficially Owned by Each Reporting
Person
1,743,600
12) Check Box if the Aggregate Amount in Row (11) Excludes
13) Certain Shares* [ ]
13) Percent of Class Represented by Amount in Row (11)
20.7%
14) Type of Reporting Person IA
SCHEDULE 13D
CUSIP No 52324W109 Page 2 of 4
l) Name of Reporting Person
S.S. or I.R.S. Identification No. of Person
Kopp Holding Company
I.D. No. 41-1875362
2) Check the appropriate box if a Member of a Group
(a)
(b)
3) SEC Use Only
4) Source of Funds
Not applicable - indirect beneficial ownership
5) Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [ ]
6) Citizenship or Place of Organization
Minnesota
Number of shares 7) Sole Voting Power: 0
Beneficially Owned
by Each Reporting
Person With: 8) Shared Voting Power: 0
9) Sole Dispositive Power: 0
10) Shared Dispositive Power: 0
11) Aggregate Amount Beneficially Owned by Each Reporting
Person
1,743,600
12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares* [ ]
13) Percent of Class Represented by Amount in Row (11)
20.7%
14) Type of Reporting Person HC
SCHEDULE 13D
CUSIP No. 52324W109 Page 3 of 4
l) Name of Reporting Person
S.S. or I.R.S. Identification No. of Person
Kopp Emerging Growth Fund
I.D. No. 39-1906915
2) Check the appropriate box if a Member of a Group
(a)
(b)
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) [ ]
6) Citizenship or Place of Organization
Minnesota
Number of shares 7) Sole Voting Power: 0
Beneficially Owned
by Each Reporting
Person With: 8) Shared Voting Power: 0
9) Sole Dispositive Power: 0
10) Shared Dispositive Power: 0
11) Aggregate Amount Beneficially Owned by Each Reporting
Person
750,000
12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares* [ ]
13) Percent of Class Represented by Amount in Row (11)
8.9%
14) Type of Reporting Person IV
SCHEDULE 13D
CUSIP No. 52324W109 Page 4 of 4
l) Name of Reporting Person
S.S. or I.R.S. Identification No. of Person
LeRoy C. Kopp
2) Check the appropriate box if a Member of a Group
(a)
(b)
3) SEC Use Only
4) Source of Funds
PF, OO
5) Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [ ]
6) Citizenship or Place of Organization
United States
Number of shares 7) Sole Voting Power: 130,000
Beneficially Owned
by Each Reporting
Person With: 8) Shared Voting Power: 0
9) Sole Dispositive Power: 130,000
10) Shared Dispositive Power: 0
11) Aggregate Amount Beneficially Owned by Each Reporting
Person
1,875,000
12) Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares* [ ]
13) Percent of Class Represented by Amount in Row (11)
22.2%
14) Type of Reporting Person IN
Item 1. Security and Issuer
This statement relates to the common stock, par value $.01 per share
("Common Stock"), of LeCroy Corporation, a Delaware corporation
("Company"), whose principal executive offices are located at 700
Chestnut Ridge Road, Chestnut Ridge, NY 10977. The approximate
aggregate percentage of shares of Common Stock reported
beneficially owned by each person herein is based on 8,430,214
shares outstanding, which is the total number of shares of Common
Stock outstanding as of August 18, 2000, as reflected in the
Company's annual report on Form 10-K filed with the Securities and
Exchange Commission ("Commission") for the fiscal year ended June
30, 2000. Unless otherwise indicated, the holdings reported herein are
as of the close of business on September 20, 2000.
Item 2. Identity and Background
(a)This statement is filed by Kopp Investment Advisors, Inc.
("KIA"), with respect to shares of Common Stock beneficially
owned directly by it and held in discretionary accounts managed
by KIA; Kopp Holding Company ("KHC"), solely as the parent
corporation of KIA and indirect beneficial owner of the shares
beneficially owned by KIA; Kopp Emerging Growth Fund
("KEGF") with respect to shares owned directly by KEGF; and
LeRoy C. Kopp individually with respect to shares of Common
Stock beneficially owned directly by him and indirectly by him by
virtue of his ownership of all of the stock of KHC. The foregoing
persons are hereinafter sometimes referred to as "Reporting
Persons." Certain information concerning the directors and
executive officers of the corporate Reporting Persons is set forth
on Schedule A attached hereto and incorporated herein by
reference. Any disclosures with respect to persons other than the
Reporting Persons are made on information and belief after
making inquiry to the appropriate party.
(b) The business address of each of the Reporting Persons and
directors and executive officers is 7701 France Avenue South, Suite
500, Edina, MN 55435.
(c) The principal business of KIA is that of an investment advisor
managing discretionary accounts owned by numerous third-party
clients, including KEGF, a registered investment company
incorporated under Minnesota law. KHC is a holding company
engaged, through subsidiaries, in the investment industry. The
principal occupation of Mr. Kopp is serving as the president of KHC
and KIA.
(d) None of the persons referred to in paragraph (a) above has, during
the last five years, been convicted in a criminal proceeding (excluding
traffic violations and/or similar misdemeanors).
(e) None of the persons referred to in paragraph (a) above 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.
(f) KIA and KHC are Minnesota corporations. KEGF is a series of
Kopp Funds Inc., a Minnesota corporation. Mr. Kopp and all other
directors and executive officers of the Reporting Persons are citizens
of the United States.
Item 3. Source and Amount of Funds or Other Consideration
The net investment cost (including commissions, if any) of the shares
of Common Stock directly or indirectly beneficially owned by Mr.
Kopp, which includes shares beneficially owned by the other
Reporting Persons, at September 20, 2000, was $47,472,920.92. The
shares beneficially owned by KIA were purchased with the investment
capital of KIA or the investment capital of the owners of the
discretionary accounts. The shares beneficially owned directly by Mr.
Kopp were purchased with his investment capital or the funds of an
employee benefit plan or 501(c)(3) corporation. See Item 5 below.
Item 4. Purpose of Transaction
The Reporting Persons acquired the shares of Common Stock for
investment purposes, and the Reporting Persons intend to evaluate the
performance of such securities as an investment in the ordinary course
of business. The Reporting Persons pursue an investment objective of
long term capital appreciation. In pursuing this investment objective,
the Reporting Persons analyze the management, operations and
markets of companies in which they invest, including the Company,
on a continual basis through analysis of research and discussions with
industry and market observers and with representatives of such
companies.
Each Reporting Person that owns shares of Common Stock assesses
the Company's business, financial condition, and results of operations
as well as economic conditions and securities markets in general and
those for the Company's shares in particular. Depending on such
assessments, one or more of such Reporting Persons may acquire
additional shares or may sell or otherwise dispose of all or some of the
shares of Common Stock. Such actions will depend on a variety of
factors, including current and anticipated trading prices for the
Common Stock, alternative investment opportunities, and general
economic, financial market, and industry conditions.
The Reporting Persons understand that prior purchases of shares of
Common Stock, if any, by persons named in Schedule A to this
statement were made for the purpose of each such person's personal
investment.
Except as described in this Item 4, none of the Reporting Persons nor
any other person named in Schedule A has any plans or proposals that
relate to, or would result in, any matter required to be disclosed in
response to paragraphs (a) through (j), inclusive, of Item 4 of
Schedule 13D. The shares of Common Stock were not acquired for
the purpose, nor with the effect, of changing or influencing the control
of the Company.
Item 5. Interest in Securities of the Issuer
(a) Through its own investment account, KIA is the direct owner of
5,000 shares, or less than .1%, of the Common Stock. By virtue
of limited powers of attorney and/or investment advisory
agreements, KIA is the beneficial owner of 1,738,600 shares, or
20.6%, of the Common Stock. KIA has sole voting power over its
investment account and, by special agreement, over a small
percentage of the shares managed for clients. Under its standard
investment agreement, KIA does not vote its clients' shares. KIA
manages and votes shares owned by KEGF. By virtue of the
relationships described in Item 2 of this statement, KHC and Mr.
Kopp have indirect beneficial ownership of the shares beneficially
owned by KIA.
Mr. Kopp's direct beneficial ownership comprises Common Stock
held in the Kopp Family Foundation ("KFF"), for which he serves as a
director; held in the LeRoy C. Kopp Individual Retirement Account
("IRA"); and held directly by him. The KFF is the direct owner of
20,000 shares, or .2%, of the Common Stock. The IRA is the direct
owner of 50,000 shares, or approximately .6%, of the Common Stock.
Mr. Kopp owns directly 61,000 shares, or approximately .8%, of the
Common Stock. In the aggregate, including the shares beneficially
owned by KIA, Mr. Kopp may be deemed beneficially to own a total
of 1,875,000 shares, or 22.2%, of the Common Stock.
(b) KIA has sole power to vote 922,500 shares of the Common Stock.
Pursuant to the limited powers of attorney granted to KIA by its
clients, which generally are terminable immediately upon notice,
KIA in effect shares with the majority of its clients the power to
dispose of the Common Stock owned by them. KIA has sole
power to dispose of 755,000 shares. In effect Mr. Kopp has sole
power to dispose of and to vote the Common Stock beneficially
owned directly by him.
( c) The identity of the Reporting Person, type of transaction, date,
number of shares, and price per share (excluding commission) for all
transactions in the Common Stock by the Reporting Persons within
the past 60 days are set forth on Schedule B attached hereto and
incorporated by reference herein. Substantially all trades by the
Reporting Persons are done in the over-the-counter market.
(d) With the exception of the clients of KIA and the employees of
KHC, no person other than each respective record owner of shares
of Common Stock is known to have the right to receive or the
power to direct the receipt of dividends from or the proceeds of
the sale of such shares of Common Stock.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
Except as otherwise expressly disclosed herein, there are no contracts,
arrangements, understandings, or relationships (legal or otherwise)
among the persons named in Item 2 hereof or between such persons
and any other person with respect to the Common Stock. The filing
of this Schedule shall NOT be construed as an admission that a
Reporting Person is a beneficial owner of any shares of Common
Stock for any purpose, including for purposes of Sections 13, 14 or 16
of the Securities Exchange Act of 1934, as amended from time to
time. The existence of a "group" is hereby expressly disclaimed.
Item 7. Material to Be Filed as Exhibits
Exhibit 1 - A written agreement relating to the filing of this statement
pursuant to Rule 13d-1(f).
Signatures
After reasonable inquiry and to the best of our knowledge and belief,
the undersigned certify that the information set forth in this statement is
true, complete, and correct.
Dated: September 25, 2000
KOPP INVESTMENT ADVISORS, INC.
BY: _____________________________
TITLE: Chief Financial Officer
KOPP HOLDING COMPANY
BY: _____________________________
TITLE: Chief Financial Officer
KOPP FUNDS, INC.
BY: ____________________
TITLE: President
LEROY C. KOPP
__________________________________
Exhibit 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange Act
of 1934, as amended, the undersigned hereby agree to the joint filing
with all other Reporting Persons (as such term is defined in the
Schedule 13D) on behalf of each of them of a statement on Schedule
13D (including amendments thereto) with respect to the Common
Stock (as defined) and to the attachment of this agreement to the
Schedule 13D as Exhibit 1 thereto. IN WITNESS WHEREOF, the
undersigned hereby execute this Agreement this 25th day of
September 2000 .
KOPP INVESTMENT ADVISORS, INC.
BY:
TITLE: President
KOPP HOLDING COMPANY
BY:
TITLE: President
LEROY C. KOPP
KOPP FUNDS, INC.
BY:
TITLE: President
Schedule A
List of Directors, Executive Officers, and Control Persons
LeRoy C. Kopp, individually, and as sole director and president of Kopp
Investment Advisors, Inc. and Kopp Holding Company
John P. Flakne as chief financial officer of KIA, KEFG and KHC
Kathleen S. Tillotson as Executive Vice President of KEGF
Kopp Investment Advisors - Schedule B
Daily Trade Report
" July 21, 2000 through September 19, 2000 "
Trade Reporting
Date Person Activity Quantity Symbol Price
09-19-00 KIA BUY 4000 lcry 17.63
09-19-00 KIA BUY 3000 lcry 17.63
09-18-00 KIA BUY 200 lcry 15.88
09-18-00 KIA BUY 600 lcry 16.13
09-18-00 KIA BUY 7000 lcry 16.52
09-15-00 KIA BUY 3000 lcry 15.73
09-15-00 KIA BUY 5000 lcry 15.73
09-12-00 KIA BUY 3000 lcry 15.13
09-11-00 KIA BUY 500 lcry 15.50
09-11-00 KIA BUY 500 lcry 15.88
09-06-00 KIA SELL 400 lcry 14.50
09-05-00 KIA BUY 1500 lcry 15.50
09-05-00 KIA SELL 2000 lcry 15.83
09-01-00 KIA BUY 1200 lcry 15.38
09-01-00 KIA BUY 100 lcry 15.38
09-01-00 KEGF BUY 5000 lcry 15.38
08-31-00 KEGF BUY 5000 lcry 15.00
08-30-00 KEGF BUY 10000 lcry 15.03
08-29-00 KIA BUY 3000 lcry 14.95
08-29-00 KIA SELL 400 lcry 14.48
08-25-00 KIA BUY 1000 lcry 14.75
08-22-00 KIA SELL 1000 lcry 13.63
08-08-00 KIA SELL 700 lcry 13.75
08-08-00 KIA SELL 300 lcry 13.75
08-08-00 KIA BUY 2000 lcry 14.13
08-08-00 KIA BUY 1000 lcry 14.13
08-07-00 KIA BUY 1000 lcry 14.06
08-07-00 KIA BUY 1000 lcry 14.06
08-01-00 KIA SELL 800 lcry 14.50
07-28-00 KIA SELL 2000 lcry 14.63
07-27-00 KIA BUY 200 lcry 14.69
07-27-00 KIA BUY 3400 lcry 14.75
07-25-00 KIA BUY 2500 lcry 14.56
07-25-00 KIA SELL 800 lcry 14.06
07-24-00 KIA BUY 5000 lcry 13.88
07-21-00 KIA SELL 1000 lcry 12.74
