-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KqZHRFT2BnmnsBxtlgClDQQE0HcRi7MpIO/MFkalIK+CkIfhHmCruSGAsNWgnN5O yAi0lAi71UbtmAuOsPH/Cg== 0000890566-96-002063.txt : 19961218 0000890566-96-002063.hdr.sgml : 19961218 ACCESSION NUMBER: 0000890566-96-002063 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961217 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SEARCH CAPITAL GROUP INC CENTRAL INDEX KEY: 0000318672 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 411356819 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-32463 FILM NUMBER: 96682145 BUSINESS ADDRESS: STREET 1: 700 N PEARL ST STE 400 STREET 2: PLZ OF THE AMERICAS NORTH TOWER CITY: DALLAS STATE: TX ZIP: 75201-7490 BUSINESS PHONE: 2149656000 MAIL ADDRESS: STREET 1: 700 N PEARL STE 400,NORH TOWER STREET 2: PLAZA OF THE AMERICAS CITY: DALLAS STATE: TX ZIP: 75201-7490 FORMER COMPANY: FORMER CONFORMED NAME: SEARCH NATURAL RESOURCES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VALUE PARTNERS LTD /TX/ CENTRAL INDEX KEY: 0000926614 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 752291866 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O FISHER EWING PARTNERS STREET 2: 2200 ROSE AVE SUITE 4660 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149991900 MAIL ADDRESS: STREET 1: C/O FISHER EWING PARTNERS STREET 2: 2200 ROSS AVE #4660 CITY: DALLAS STATE: TX ZIP: 75201 SC 13D/A 1 SCHEDULE 13A AMENDMENT #2 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (RULE 13D-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) Search Capital Group, Inc. (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 812207 40 5 (CUSIP Number) Timothy G. Ewing Value Partners, Ltd. c/o Fisher Ewing Partners Suite 4660 West 2200 Ross Avenue Dallas, Texas 75201-2790 (214) 999-1900 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 5, 1996 (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 [ ]. Page 1 of 5 Pages CUSIP No. 812207 40 5 Amendment No. 2 Page 2 of 5 (1) Name of Reporting Persons Value Partners, Ltd. S.S. or I.R.S. Identification Nos. of Above Person 75-2291866 (2) Check the Appropriate Box if a (a) Member of a Group (See instructions) (b) X (3) SEC Use Only (4) Source of Funds (See instructions) WC (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) (6) Citizenship or Place of Organization Texas Number of Shares (7) Sole Voting Power 1,158,376* Beneficially Owned By Each Reporting Person With (8) Shared Voting Power ___________ (9) Sole Dispositive Power 1,158,376* (10) Shared Dispositive Power ___________ (11) Aggregate Amount Beneficially 1,158,376* Owned by Each Reporting Person (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See instructions) (13) Percent of Class Represented by 28.8% Amount in Row (11) (14) Type of Reporting Person (See PN Instructions) - --------------------- * But see item 5 CUSIP No. 812207 40 5 Amendment No. 2 Page 3 of 5 This statement on Schedule 13D (the "STATEMENT") relating to shares of the common stock, $.01 par value (the "COMMON STOCK"), of Search Capital Group, Inc. (the "ISSUER"), is hereby amended as follows: ITEM 1. SECURITY AND ISSUER The prior response to Item 1 remains unchanged. ITEM 2. IDENTITY AND BACKGROUND The prior response to Item 1 remains unchanged. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The prior response to Item 3 is hereby amended and supplemented as follows: Between August 15, 1996 and November 22, 1996, Value Partners made the following purchases of 9%/7% Preferred Stock1 of the Issuer ("CONVERTIBLE PREFERRED STOCK"): DATE AMOUNT PRICE PER SHARE 8/16/96 15,000 $2.38 9/11/96 30,000 2.63 9/17/96 8,000 2.44 10/29/96 20,000 2.44 10/30/96 25,000 2.31 11/1/96 34,000 2.31 11/5/96 21,900 2.19 11/6/96 10,000 2.19 11/7/96 15,000 2.06 The funds for all such purchases came from the working capital of Value Partners. 1 Convertible Preferred Stock is convertible to Common Stock at the ratio of two (2) shares of Common Stock for each one (1) share of Convertible Preferred Stock. CUSIP No. 812207 40 5 Amendment No. 2 Page 4 of 5 ITEM 4. PURPOSE OF TRANSACTION The prior response to Item 4 is hereby amended and restated as follows: Value Partners has acquired the Common Stock beneficially owned by it solely for investment purposes. Depending on its evaluation of the Issuer, other investment opportunities, market conditions, and such other factors as it may deem material, Value Partners may seek to acquire additional shares of Common Stock in the open market, in private transactions, or otherwise, or may dispose of all or a portion of the shares of Common Stock owned by it. Except as set forth above, none of Value Partners, Fisher Ewing, Mr. Fisher or Mr. Ewing has any plans or proposals of the type referred to in clauses (a) through (j) of Item 4 of Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER The response to Item 5(a) is hereby supplemented as follows: (a) Effective November 22, 1996, the Issuer effected a 1-for-8 reverse split of its Common Stock and Convertible Preferred Stock. As a result of the reverse split, Value Partners' beneficial ownership of the Common Stock decreased from 2,160,174 shares to 270,022 shares and beneficial ownership of the Convertible Preferred Stock decreased from 3,553,419 shares to 444,177 shares. For purposes of Rule 13d-3, as of December 13, 1996, Value Partners beneficially owned an aggregate of 1,158,376 shares of Common Stock, representing approximately 28.8% of the Common Stock outstanding. According to representations made by the Issuer as of December 13, 1996, a total of 3,131,861 shares of the Common Stock were issued and outstanding. The prior response to Items 5(b) - 5(e) remains unchanged. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER The prior response to Item 6 remains unchanged. ITEM 7. MATERIALS TO BE FILED AS EXHIBITS The prior response to Item 7 remains unchanged. CUSIP No. 812207 40 5 Amendment No. 2 Page 5 of 5 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: December 16, 1996 VALUE PARTNERS, LTD. By: FISHER EWING PARTNERS as General Partner By: /s/ TIMOTHY G. EWING Timothy G. Ewing General Partner -----END PRIVACY-ENHANCED MESSAGE-----