BALL Corp — Major Shareholding Notification 1997

Apr 11, 1997

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 DATUM INC. ----------------------------------------------------------- (Name of Issuer) Common Stock (Title or Class and Securities) 23820810 (CUSIP Number of Class of Securities) Donald C. Lewis General Counsel Ball Corporation 10 Longs Peak Drive Broomfield, Colorado 80021-2510 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 2, 1997 and April 11, 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 Statement because of Rule 13d-1(b)(3) or (4), check the following: ( ) Check the following box if a fee is being paid with this Statement: ( ) SCHEDULE 13D (Amendment No. 1) CUSIP No. 23820810 (1) NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Ball Corporation 35-0160610 (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) ( ) (b) ( ) (3) SEC USE ONLY (4) SOURCE OF FUNDS 00 (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)( ) (6) CITIZENSHIP OR PLACE OF ORGANIZATION Indiana NUMBER OF (7) SOLE VOTING POWER SHARES 817,778 BENEFICIALLY OWNED BY (8) SHARED VOTING POWER EACH REPORTING (9) SOLE DISPOSITIVE POWER PERSON 817,778 WITH (10) SHARED DISPOSITIVE POWER (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 817,778 (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES ( ) (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 Approximately 15.81% of the shares outstanding as of April 11, 1997 (14) TYPE OF REPORTING PERSON CO * On April 2, 1997, Efratom Holding, Inc. ("Holding"), a Colorado corporation and a wholly owned subsidiary of Ball Corporation ("Ball") or ("Parent") sold 400,000 shares (the "Shares") of common stock, for $15.00 per share, of the Datum Inc. On April 11, 1997, sold an additional 60,000 shares at $15.00 per share of common stock of Datum Inc. As of April 11, 1997, the Parent and Holding may be deemed to beneficially own the remaining Shares, as indicated in Rows 11 and 13 of each of the tables above, for purposes of Rule 13d-3 under the Securities and Exchange Act of 1934, as amended. Item 1. Security and Issuer Ball hereby incorporates by reference the information from Item 1 of the 13D filed by Ball on March 27, 1995. Additionally, effective April 2, 1997, Holding has sold 400,000 shares of Datum Inc., for $15.00 a share. On April 11, 1997, Holding sold 60,000 shares of Datum Inc., for $15.00 a share. Item 2. Identity and Background Ball hereby incorporates the information from Item 2 of the 13D filed March 27, 1995, with respect to its 13D filing. Ball hereby provides a list of persons in Appendix A as of April 11, 1997. Neither Parent nor Holding, nor, to the best of Parent's and Holding's knowledge, any of the persons listed in Appendix A, has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). Neither Parent nor Holding, nor, to the best of Parent's and Holding's knowledge, any of the persons listed in Appendix A., has, during the past five years, been a party to a civil proceeding of a judicial or administrative body of a 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. Item 3. Source and Amount of Funds or Other Consideration Ball hereby incorporates by reference Item 3 from its 13D filing filed on March 27, 1995. Item 4. Purpose of the Transaction Ball hereby incorporates by reference the information in Item 4 from its 13D filing dated March 27, 1995. Additionally, on April 2, 1997, Holding sold 400,000 shares of Datum Inc., common stock for $15.00 per share. On April 11, 1997, Holding sold 60,000 shares of common stock of Datum Inc., for $15.00. Item 5. Interest in Securities of the Issuer Ball hereby incorporates by reference the information in Item 5 of its previous 13D filing dated March 27, 1995. Ball hereby amends Item 5(a), (b) by adding to the following: Holding sold 400,000 shares of Datum Inc., common stock for $15.00 a share on April 2, 1997. On April 11, 1997, Holding sold 60,000 shares of the common stock of Datum Inc. Item 5(c) is hereby amended in that on August 30,1995, Albert R. Schlesinger, Vice President and Controller of Parent, disposed of 750 shares of common stock on the open market through a broker at a price per share of $14.36. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer Ball hereby incorporates by reference the information in Item 6 of the 13D filing dated March 27, 1995. Ball and Holding offered its 400,000 shares as part of 1,300,000 shares sold by Datum Inc., as part of a public offering which sale was closed on April 2, 1997. Holding sold 60,000 more shares of Datum Inc. common stock on April 11, 1997, pursuant to the same offering. The common stock was offered by several underwriters principally led by Hambrecht and Quist. Item 7. Material to be Filed as Exhibits Item 7 of the 13D filing March 27, 1995, is hereby amended to include: the Underwriting Agreement which is incorporated by reference to the registration statement of Datum Inc. (Registration No. 333-22177, Exhibit 1.1, Form of Underwriting Agreement). SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Date: April 11, 1997 BALL CORPORATION By: /s/ GEORGE A. SISSEL George A. Sissel Chairman, President and Chief Executive Officer EFRATOM HOLDING, INC. By: /s/ DONALD W. VANLANDINGHAM Donald W. Vanlandingham President APPENDIX A The following tables set forth the name, residence or business address and present principal occupation or employment of each director and executive officer of Ball Corporation and Efratom Holding, Inc. Each such person is a citizen of the United States of America with the exception of Raymond J. Seabrook who is a resident of the United States and a citizen of Canada. A. Directors and Executive Officers of Ball Corporation Reporting Person Address Principal Occupation DIRECTORS: Frank A. Bracken 345 South High Street Attorney, Bingham Summers Muncie, Indiana 47305 Welsh & Spilman, Indianapolis, Indiana Howard M. Dean 345 South High Street Chairman of the Board and Muncie, Indiana 47305 Chief Executive Officer, Dean Foods Company, Franklin Park, Illinois John T. Hackett 345 South High Street Managing General Partner, Muncie, Indiana 47305 CID Equity Partners, Indianapolis, Indiana R. David Hoover 345 South High Street Executive Vice President, Muncie, Indiana 47305 Chief Financial Officer and Treasurer, Ball Corporation, Muncie, Indiana John F. Lehman 345 South High Street Chairman, J. F. Lehman & Muncie, Indiana 47305 Company, New York, New York George McFadden 345 South High Street General Partner, Muncie, Indiana 47305 McFadden Brothers, New York, New York Ruel C. Mercure, Jr. 345 South High Street Muncie, Indiana 47305 Jan Nicholson 345 South High Street Managing Director of Muncie, Indiana 47305 Capital Markets Assurance Corporation (CapMAC), New York, New York George A. Sissel 345 South High Street Chairman, President and Muncie, Indiana 47305 Chief Executive Officer, Ball Corporation William P. Stiritz 345 South High Street Chairman and Chief Muncie, Indiana 47305 Executive Officer, Ralston Purina Company, St. Louis, Missouri CORPORATE OFFICERS: Richard E. Durbin 345 South High Street Vice President, Information Muncie, Indiana 47305 Services Donald C. Lewis 10 Longs Peak Drive Assistant Corporate Secretary Broomfield, Colorado and General Counsel 80038 Barbara J. Miller 345 South High Street Assistant Corporate Secretary Muncie, Indiana 47305 Elizabeth A. Overmyer 345 South High Street Corporate Secretary Muncie, Indiana 47305 Douglas E. Poling 345 South High Street Assistant Treasurer Muncie, Indiana 47305 Albert R. Schlesinger 345 South High Street Vice President and Controller Muncie, Indiana 47305 Raymond J. Seabrook 345 South High Street Vice President, Planning Muncie, Indiana 47305 and Control Harold L. Sohn 345 South High Street Vice President, Corporate Muncie, Indiana 47305 Relations David A. Westerlund 345 South High Street Vice President, Administration Muncie, Indiana 47305 B. Directors and Executive Officers of Efratom Holding, Inc. Donald W. Vanlandingham 10 Longs Peak Drive President and Director Broomfield, Colorado 80038 R. David Hoover 345 South High Street Director Muncie, Indiana 47305 George A. Sissel 345 South High Street Director Muncie, Indiana 47305 Donald C. Lewis 10 Longs Peak Drive Vice President Broomfield, Colorado 80038 and Secretary W. Keith Tipton 10 Longs Peak Drive Assistant Secretary Broomfield, Colorado 80038 J. Patrick Dummingan 10 Longs Peak Drive Vice President Broomfield, Colorado 80038 Eugene P. Morgan 10 Longs Peak Drive Vice President and Broomfield, Colorado 80038 Treasurer April 11, 1997 U. S. Securities and Exchange Commission Attention: Filer Support Mail Stop 0-7 6432 General Green Way Alexandria, VA 22312 Ladies and Gentlemen: Transmitted herewith is Ball Corporation's Schedule 13D (Amendment No. 1) dated April 11, 1997. Yours truly, Robert W. McClelland Associate General Counsel