UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)
LTC PROPERTIES, INC.
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(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
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(Title and Class of Securities)
502175102
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(CUSIP Number)
OCTOBER 22, 2001
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(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 the
disclosures provided in a prior cover page.
The information required in 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).
Page 1 of 9 Pages
CUSIP NO. 502175102 13G/A Page 2 of 9 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (entities only)
IDANTA PARTNERS LTD.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
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(b)
----
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS, UNITED STATES OF AMERICA
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NUMBER OF 5 SOLE VOTING POWER
SHARES 1,293,500
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BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
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EACH 7 SOLE DISPOSITIVE POWER
REPORTING 1,293,500
-----------------------------------------------------------
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,293,500
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
----
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.0% (1)
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12 TYPE OF REPORTING PERSON (See Instructions)
PN
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(1) Based on 24,583,518 shares of the Stock outstanding, as reflected in
the Issuer's Quarterly Report on Form 10-Q for the period ended June
30, 2001 reduced by the 6,090,574 shares that the Issuer reported had
been accepted for payment on October 22, 2001 in connection with its
tender offer for a total of 18,492,944 shares outstanding.
CUSIP NO. 502175102 13G/A Page 3 of 9 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (entities only)
DUNN FAMILY TRUST, DAVID J. DUNN, TRUSTEE
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
----
(b)
----
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
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NUMBER OF 5 SOLE VOTING POWER
SHARES 2,415,800
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BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
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EACH 7 SOLE DISPOSITIVE POWER
REPORTING 2,415,800
-----------------------------------------------------------
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,415,800
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
---
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
13.1% (1)
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12 TYPE OF REPORTING PERSON (See Instructions)
OO (GRANTOR TRUST FOR INDIVIDUAL)
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(1) Based on 24,583,518 shares of the Stock outstanding, as reflected in
the Issuer's Quarterly Report on Form 10-Q for the period ended June
30, 2001 reduced by the 6,090,574 shares that the Issuer reported had
been accepted for payment on October 22, 2001 in connection with its
tender offer for a total of 18,492,944 shares outstanding.
CUSIP NO. 502175102 13G/A Page 4 of 9 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (entities only)
DAVID J. DUNN
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
----
(b)
----
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
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NUMBER OF 5 SOLE VOTING POWER
SHARES 2,465,800
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BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
-----------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 2,465,800
-----------------------------------------------------------
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,465,800
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
----
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
13.3% (1)
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12 TYPE OF REPORTING PERSON (See Instructions)
IN
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(1) Based on 24,583,518 shares of the Stock outstanding, as reflected in
the Issuer's Quarterly Report on Form 10-Q for the period ended June
30, 2001 reduced by the 6,090,574 shares that the Issuer reported had
been accepted for payment on October 22, 2001 in connection with its
tender offer for a total of 18,492,944 shares outstanding.
CUSIP NO. 502175102 13G/A Page 5 of 9 Pages
Pursuant to Rule 13d-2(b) of Regulation 13D-G of the General Rules and
Regulations under the Securities Exchange Act of 1934, as amended (the "Act"),
the undersigned hereby amend their Schedule 13G Statement dated July 27, 2000
(the "Schedule 13G"), relating to the Common Stock, $.01 par value per share
(the "Stock"), of LTC Properties, Inc. (the "Issuer"), as previously amended by:
Amendment No. 1 thereto dated February 9, 2001 and
Amendment No. 2 thereto dated September 7, 2001.
Unless otherwise indicated, all defined terms used herein shall have the same
meanings as those set forth in the Schedule 13G (i.e.: Idanta Partners Ltd.
shall be referred to as "IPL", Dunn Family Trust, David J. Dunn, Trustee shall
be referred to as "DFT", and David J. Dunn shall be referred to as "DJD").
Item 2 as reported in the Schedule 13G is hereby amended and restated to read as
follows:
ITEM 2(a). NAME OF PERSON FILING.
----------------------
Pursuant to Rules 13d-1(c) of the General Rules and
Regulations under the Securities Exchange Act of 1934, as
amended (the "Act"), the undersigned hereby file this Schedule
13G Statement on behalf of Idanta Partners Ltd., a Texas
limited partnership ("IPL"), Dunn Family Trust, David J. Dunn,
trustee (a grantor trust) ("DFT"), and David J. Dunn ("DJD").
IPL, DFT, and DJD are sometimes hereinafter referred to as the
"Reporting Persons." The Reporting Persons are making this
single, joint filing pursuant to Rule 13d- 1(k)(1) under the
Act; neither the fact of this filing nor anything contained
herein shall be deemed to be an admission by the Reporting
Persons that a "group" within the meaning of Section 13(d)(3)
of the Act exists.
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR IF NONE, RESIDENCE.
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The principal business office address of all Reporting Persons
(IPL, DFT, and DJD) is:
4660 La Jolla Village Drive, Suite 850
San Diego, California 91222
ITEM 2(c). CITIZENSHIP.
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IPL is a Texas limited partnership.
DFT is a California grantor trust.
DJD is a citizen of the United States of America.
CUSIP NO. 502175102 13G/A Page 6 of 9 Pages
Item 4 as reported in the Schedule 13G is hereby amended and restated to read as
follows:
ITEM 4. OWNERSHIP.
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IPL: (a) The aggregate number of shares of the Stock that
IPL owns beneficially, pursuant to Rule 13d-3 of the
Act, is 1,293,500,
(b) which constitutes in the aggregate approximately
7.0% of the assumed 18,492,944 outstanding shares of
the Stock.
(c) Acting through its general partner DFT, IPL has
the sole power to vote or to direct the vote and to
dispose or to direct the disposition of 1,293,500
shares of the Stock.
DFT: (a) Because of its position as general partner of
IPL, which owns 1,293,500 shares of the Stock, DFT
may, pursuant to Rule 13d-3 of the Act, be deemed to
be beneficial owner of these 1,293,500 shares, in
addition to the 1,122,300 it directly owns; which
totals 2,415,800 shares,
(b) which constitutes in the aggregate approximately
13.1% of the assumed 18,492,944 outstanding shares of
the Stock.
(c) In its capacity as a general partner of IPL and
due to the shares it directly owns, DFT has the sole
power to vote or to direct the vote and to dispose or
to direct the disposition of 2,415,800 shares of the
Stock. DFT does not share this power to vote or to
direct the vote and to dispose or to direct the
disposition of the Stock.
DJD: (a) Because DJD is the trustee of DFT, which owns
1,122,300 shares of the Stock and which is a general
partner of IPL, which owns 1,293,500 shares of the
Stock, and owns 50,000 shares of the Stock jointly
with his spouse, DJD may pursuant to Rule 13d-3 of
the Act, be deemed to be beneficial owner of
2,465,800 shares,
(b) which constitutes in the aggregate approximately
13.3% of the assumed 18,492,944 outstanding shares of
the Stock.
(c) In his capacity as trustee of DFT, which is also
a general partner of IPL, DJD has the sole power to
vote or to direct the vote and to dispose or to
direct the disposition of 2,465,800 shares of the
Stock. DJD does not share this power to vote or to
direct the vote and to dispose or to direct the
disposition of the Stock. DJD owns no shares of the
Stock individually.
CUSIP NO. 502175102 13G/A Page 7 of 9 Pages
Item 8 as reported in the Schedule 13G is hereby amended and restated to read as
follows:
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
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This Schedule 13G Statement is being jointly filed on behalf of each of
the Reporting Persons pursuant to Rules 13d-1(c) and 13d-1(k)(1), which
does not constitute a group. The agreement required by Rule 13d-1(k)(1)
is attached hereto as Exhibit A.
ITEM 10. CERTIFICATION.
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By signing below, each of the Reporting Persons certify that, to the best of his
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.
CUSIP NO. 502175102 13G/A Page 8 of 9 Pages
SIGNATURES:
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After reasonable inquiry and to the best of my knowledge and belief, each of the
undersigned certifies that the information set forth in this statement is true,
complete and correct. The undersigned have previously filed this statement
jointly pursuant to the agreement attached as Exhibit A.
DATED: October 24, 2001
DUNN FAMILY TRUST
By: /s/ David J. Dunn
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David J. Dunn, Trustee
/s/ David J. Dunn
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David J. Dunn, Individually
IDANTA PARTNERS LTD.
a Texas limited partnership
By: /s/ Jonathan S. Huberman
-----------------------------------
Jonathan S. Huberman, General Partner
CUSIP NO. 502175102 13G/A Page 9 of 9 Pages
JOINT FILING AGREEMENT EXHIBIT "A"
Pursuant to Rule 13d-1(k)(1) of the General Rules and Regulations of the
Securities and Exchange Commission under the Securities Exchange Act of 1934, as
amended, the undersigned agree to the joint filing on behalf of each of them of
this statement and any subsequent amendments thereto.
DATED: October 24, 2001
DUNN FAMILY TRUST
By: /s/ David J. Dunn
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David J. Dunn, Trustee
/s/ David J. Dunn
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David J. Dunn, Individually
IDANTA PARTNERS LTD.
a Texas limited partnership
By: /s/ Jonathan S. Huberman
-----------------------------------
Jonathan S. Huberman, General Partner