SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G**
Under the Securities Exchange Act of 1934
(Amendment No. )*
Onyx Acceptance Corporation
(Name of Issuer)
Common Stock, $.01 Par Value
(Title of Class of Securities)
682914106
(Cusip Number)
August 19, 1998
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
/ / Rule 13d-1(b)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)
*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).
**The total number of shares reported herein is 566,575 shares, which
constitutes approximately 9.2% of the total number of shares outstanding. All
ownership percentages set forth herein assume that there are 6,159,104 shares
outstanding (according to information provided to us by the Issuer).
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CUSIP No. 682914106
1. Name of Reporting Person:
The Bass Management Trust
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: 163,855 (1)
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: 163,855 (1)
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
163,855
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 2.7%
12. Type of Reporting Person: 00 - Trust
- ----------
(1) Power is exercised through its sole trustee, Perry R. Bass
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CUSIP No. 682914106
1. Name of Reporting Person:
Sid R. Bass Management Trust
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: 201,365 (1)
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: 201,365 (1)
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
201,365
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 3.3%
12. Type of Reporting Person: 00 - Trust
- ----------
(1) Power is exercised through one of its trustees, Sid R. Bass.
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CUSIP No. 682914106
1. Name of Reporting Person:
Lee M. Bass
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: USA
5. Sole Voting Power: 201,355
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: 201,355
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
201,355
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 3.3%
12. Type of Reporting Person: IN
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Item 1(a). Name of Issuer.
The name of the issuer is Onyx Acceptance Corporation (the "Company").
Item 1(b). Address of Issuer's Principal Executive Offices.
The principal executive offices of the Issuer are located at 8001 Irvine
Center Drive, 5th Floor, Irvine, California 92618.
Item 2(a). Names of Persons Filing.
Pursuant to Rules 13d-1(f)(1)-(2) of Regulation 13D-G of the General Rules
and Regulations under the Securities Exchange Act of 1934, as amended (the
"Act"), this Schedule 13G Statement is hereby filed by The Bass Management
Trust, a revocable grantor trust established pursuant to the Texas Trust Act
("BMT"), Sid R. Bass Management Trust, a revocable trust existing under the laws
of the state of Texas ("SRBMT"), and Lee M. Bass ("LMB") (collectively, the
"Reporting Persons"). Additionally, information is included herein with respect
to the following persons (collectively, the "Controlling Persons"): Perry R.
Bass ("PRB"), Nancy L. Bass ("NLB"), and Sid R. Bass ("SRB"). The Reporting
Persons and the Controlling Persons are sometimes hereinafter collectively
referred to as the "Item 2 Persons."
Item 2(b). Address of Principal Business Office, or if None, Residence.
The principal business office for each of (1) BMT, (2) PRB and (3) LMB is
201 Main Street, Suite 3200, Fort Worth, Texas 76102.
The principal business office for each of (1) SRBMT and (2) SRB is 201 Main
Street, Suite 2700, Fort Worth, Texas 76102.
NLB's residence address is 45 Westover Road, Fort Worth, Texas 76107, and
she is not presently employed.
Item 2(c). Citizenship.
All of the natural persons listed in Item 2(a) are citizens of the United
States of America.
Item 2(d). Title of Class of Securities.
This statement relates to shares of Common Stock, par value $.01 per share
(the "Stock"), issued by the Company.
Item 2(e). CUSIP Number.
The CUSIP number of the shares of Stock is 682914106.
Item 3. Filing Pursuant to Rules 13d-1(b) or 13d-2(b).
If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-
2(b) or (c), check whether the person filing is a:
(a) / / Broker or dealer registered under section 15 of the Act (15 U.S.C.
78o);
(b) / / Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) / / Insurance company as defined in section 3(a)(19) of the Act (15
U.S.C. 78c);
(d) / / Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8);
(e) / / An investment adviser in accordance with section 240.13d-
1(b)(1)(ii)(E);
(f) / / An employee benefit plan or endowment fund in accordance with
section 240.13d-1(b)(1)(ii)(F);
(g) / / A parent holding company or control person in accordance with
section 240.13d-1(b)(1)(ii)(G);
(h) / / A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i) / / A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment Company Act of 1940
(15 U.S.C. 80a-3);
(j) / / Group, in accordance with section 240.13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to section 240.13d-1(c), check this box
/X/.
Item 4. Ownership.
(a) - (b)
Reporting Persons
BMT
Pursuant to Rule 13d-3(a), BMT is the beneficial owner of 163,855 shares
of the Stock, which constitutes approximately 2.7% of the outstanding shares of
Stock.
SRBMT
Pursuant to Rule 13d-3(a), SRBMT is the beneficial owner of 201,365 shares
of the Stock, which constitutes approximately 3.3% of the outstanding shares of
Stock.
LMB
Pursuant to Rule 13d-3(a), LMB is the beneficial owner of 201,355 shares
of the Stock, which constitutes approximately 3.3% of the outstanding shares of
Stock.
Controlling Persons
As the sole trustee and one of two trustors of BMT, PRB may, pursuant to
Rule 13d-3 of the Act, be deemed to be the beneficial owner of 163,855 shares
of the Stock, which constitutes approximately 2.7% of the outstanding shares of
Stock.
As one of two trustors of BMT, NLB may, pursuant to Rule 13d-3 of the Act,
be deemed to be the beneficial owner of 163,855 shares of the Stock, which
constitutes approximately 2.7% of the outstanding shares of Stock.
As a trustee and the sole trustor of SRBMT, SRB may, pursuant to Rule 13d-3
of the Act, be deemed to be the beneficial owner of 201,365 shares of the Stock,
which constitutes approximately 3.3% of the outstanding shares of Stock.
To the best of the knowledge of the Reporting Persons, other than as set
forth above, none of the persons named in Item 2 herein is the beneficial owner
of any shares of the Stock.
(c)
Reporting Persons
BMT
Acting through its trustee, BMT has the sole power to vote or to direct the
vote and to dispose or to direct the disposition of 163,855 shares of the
Stock.
SRBMT
Acting through one of its trustees and its sole trustor, SRBMT has the sole
power to vote or to direct the vote and to dispose or to direct the disposition
of 201,365 shares of the Stock.
LMB
LMB has the sole power to vote or to direct the vote and to dispose or to
direct the disposition of 201,355 shares of the Stock.
Controlling Persons
In his capacity as the sole trustee of the BMT, PRB has the sole power to
vote or to direct the vote and to dispose or to direct the disposition of
163,855 shares of the Stock.
NLB has no power to vote or to direct the vote and to dispose or to direct
the disposition of any shares of the Stock.
SRB has the sole power to vote or to direct the vote and to dispose or to
direct the disposition of 201,365 shares of the Stock.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
No person other than the Item 2 Persons has the right to receive or the
power to direct the receipt of dividends from, or the proceeds from the sale of,
the shares of Stock owned by them.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
This Schedule 13G Statement is being filed on behalf of the Reporting
Person pursuant to Rule 13d-1(c). The identity of each of the Item 2 Persons
is set forth in Item 2(a) hereof.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
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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.
DATED: August 21, 1998
/s/ W. R. Cotham
W. R. Cotham,
Attorney-in-Fact for:
THE BASS MANAGEMENT TRUST (1)
SID R. BASS MANAGEMENT TRUST (2)
LEE M. BASS (3)
(1) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf
of The Bass Management Trust previously has been filed with the
Securities and Exchange Commission.
(2) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf
of Sid R. Bass Management Trust previously has been filed with the
Securities and Exchange Commission.
(3) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf
of Lee M. Bass previously has been filed with the Securities and
Exchange Commission.
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
99.1 Agreement and Power of Attorney pursuant to Rule 13d-
1(k)(1)(iii), filed herewith
Exhibit 99.1
1. Joint Filing. Pursuant to Rule 13d-1(k)(1)(iii) of Regulation
13D-G of the General Rules and Regulations of the Securities and Exchange
Commission under the Securities Exchange Act of 1934, as amended, the
undersigned agrees that the statement to which this Exhibit is attached is filed
on behalf of each of them in the capacities set forth below.
2. Power of Attorney. Know all persons by these presents that each
person whose signature appears below constitutes and appoints W. Robert Cotham,
Mark L. Hart, Jr., and William P. Hallman, Jr. and each of them, as his true and
lawful attorneys-in-fact and agents with full power of substitution and
resubstitution, for such person and in such person's name, place and stead, in
any and all capacities, to sign any and all reports filed pursuant to Sections
13(d), 13(g) or 16(a) of the Securities Exchange Act of 1934, filed on behalf
of each of them with respect to their beneficial ownership of Onyx Acceptance
Corporation and any and all amendments thereto, and to file the same, with all
exhibits thereto and all documents in connection therewith, with the Securities
and Exchange Commission, granting unto said attorneys-in-fact and agents, and
each of them, full power and authority to do and perform each and every act and
thing requisite and necessary to be done in and about the premises, as fully to
all intents and purposes as such person might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents or any of
them, or such person or their substitute or substitutes, may lawfully do or
cause to be done by virtue hereof.
DATED: August 21, 1998
/s/ W. R. Cotham
W. R. Cotham,
Attorney-in-Fact for:
THE BASS MANAGEMENT TRUST (1)
SID R. BASS MANAGEMENT TRUST (2)
LEE M. BASS (3)
(1) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf
of The Bass Management Trust previously has been filed with the
Securities and Exchange Commission.
(2) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf
of Sid R. Bass Management Trust previously has been filed with the
Securities and Exchange Commission.
(3) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf
of Lee M. Bass previously has been filed with the Securities and
Exchange Commission.
