-----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, NZTZrsauZDadhpIaYYsNY2+UbdPIKo9g8YiGM6OE6R9UCDBYYwws+MOkxD5948Id ofazjTbzRh/2Trf3himErA== 0000909450-02-000338.txt : 20021224 0000909450-02-000338.hdr.sgml : 20021224 20021223203310 ACCESSION NUMBER: 0000909450-02-000338 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020223 FILED AS OF DATE: 20021224 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ZINDART LTD CENTRAL INDEX KEY: 0001028637 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 000000000 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22161 FILM NUMBER: 02867894 BUSINESS ADDRESS: STREET 1: FLAT C&D 25/F BLOCK 1 TAI PING STREET 2: INDUSTRIAL CENTER 57 TING KOK RD CITY: TAI PO N T HONG KONG STATE: K3 ZIP: 00000 BUSINESS PHONE: 0118522665 MAIL ADDRESS: STREET 1: FLAT C & D 25/F BLOCK 1 STREET 2: TAI PING INDUSTRIAL CNTR 57 TING KOK RD CITY: TAI PO NT HONG KONG FORMER COMPANY: FORMER CONFORMED NAME: ZINDART INDUSTRIAL CO LTD DATE OF NAME CHANGE: 19961209 REPORTING-OWNER: COMPANY DATA: COMPANY CONFORMED NAME: GRUBER & MCBAINE CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0000909450 RELATIONSHIP: OWNER IRS NUMBER: 770210467 FILING VALUES: FORM TYPE: 4 BUSINESS ADDRESS: STREET 1: 50 OSGOOD PLACE PENTHOUSE CITY: SAN FRANCISCO STATE: CA ZIP: 94133 BUSINESS PHONE: 4159811039 MAIL ADDRESS: STREET 1: 50 OSGOOD PLACE CITY: SAN FRANCISCO STATE: CA ZIP: 94133 FORMER COMPANY: FORMER CONFORMED NAME: GRUBER & MCBAINE CAPITAL MANAGEMENT/GRUBER JON D ET AL DATE OF NAME CHANGE: 19951108 4 1 zndtf4122302.txt FORM 4 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response. . . . 0.5 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). (Print or Type Responses) 1.Name and Address of Reporting Person* Gruber & McBaine Capital Management,LLC 50 Osgood Place, San Francisco, CA 94133 2.Issuer Name and Ticker or Trading Symbol Zindart (ZNDT) 3.I.R.S. Identification Number of Reporting Person, if an entity (Voluntary) 4.Statement for Month/Year 12/02 5.If Amendment, Date of Original (Month/Year) 6.Relationship of Reporting Person(s) to Issuer (Check all applicable) ___Director__X_10% Owner ___Officer(give title below)___Other(specify below) 7.Individual or Joint/Group Reporting (check applicable line) __X_Form Filed by One Reporting Person ___Form Filed by More than One Reporting Person Table I-Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1. Title of Security(Instr. 3) 2. Trans-action Date (Month/ Day/ Year) 3. Trans-action Code(Instr. 8) 4. Securities Acquired (A) or Disposed of (D) - Amount, A or D, Price 5. Amount of Securities Beneficially Owned at the end of Issuer's Fiscal Year 6. Owner-ship Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) 1. 2. 3. 4. 4. 4. 5. 6. 7 Title Date Code Amount A/D Price Owned Ownership Nature - ----------------------------------------------------------------------------- Common 12/20/2002 P 10000 A 2.41 685,100 I By LP and IAA* (see note 4) Common 12/23/2002 P 5100 A 2.34 690,200 I By LP and IAA* (see note 4) Common 12/23/2002 P 500 A 2.34 809,200 D (see note 2) *By LP and IAA= By Limited Partnerships and Investment Advisory Accounts Table II-Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts calls warrants options, convertible securities) 1.Title of Derivative Security (Instr. 3) 2.Conver- sion or Exercise Price of Derivative Security 3.Trans- action Date (Month/ Day/ Year) 4.Trans- action Code (Instr. 8) 5.Number of Derivative Securities Acquired (A) or Disposed of (D) 6.Date Exercisable and Expiration Date (Month/Day/Year) 7.Title and Amount of Underlying Securities (Instr. 3 and 4) 8.Price of Derivative Security (Instr. 5) 9.Number of Derivative Securities Beneficially Owned at End of Year 10.Ownership of Derivative Security: Direct (D) or Indirect (I) 11.Nature of Indirect Beneficial Ownership Exercise Transaction Number Date Title Number Ownership Nature Title Price Date Code A or D Exercise Owned D/I - ---------------------------------------------------------------------------- Explanation of Responses: (1) This form is filed by Gruber & McBaine Capital Management, LLC ("GMCM"), a limited liability company that is an investment adviser for client accounts and a general partner of investment limited partnerships; Jon D. Gruber ("Gruber") and J. Patterson McBaine ("McBaine"), who are managers, members and portfolio mangers of GMCM; and Eric B Swergold ("Swergold"), who is a member and portfolio manager of GMCM. (2) By McBaine. (3) By Gruber. (4) This total is the number of shares beneficially owned after the trans- actions reported in accounts and investment partnerships in which the reporting persons have some pecuniary interest; the total excludes shares held in other client accounts managed by GMCM in which the reporting persons have no pecuniary interest. (5) By GMCM, as an investment adviser for client accounts and a general partner of investment partnerships, and by Gruber and McBaine as managers, members and portfolio managers of GMCM, and by Swergold as a member and portfolio manager of GMCM. GMCM, Gruber, McBaine and Swergold have pecuniary interest in those client accounts and partnerships that in the agregate represent less than the total number of shares shown in Items 4 and 5. Each such reporting person disclaims beneficial ownership of the securities with respect to which indirect beneficial ownership is reported, except to the extent of that reporting person's pro rata pecuniary interest therein. GRUBER & MCBAINE CAPITAL MANAGEMENT, LLC By: /s/ J. Patterson McBaine October 10, 2002 J. Patterson McBaine, Manager **Signature of Reporting Person ** Date: December 13, 2002 **Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note:File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure. -----END PRIVACY-ENHANCED MESSAGE-----