-----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, D/B6lvNBQmzD7EeXVZpEI3J1Eq/IAjYDs+UYN+I2GwYbwsDt6Wd7d9c4GJTUf0P+ 0hYerNs8Tm9PBmol6BotRg== 0000894579-06-000055.txt : 20060213 0000894579-06-000055.hdr.sgml : 20060213 20060213170248 ACCESSION NUMBER: 0000894579-06-000055 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060213 DATE AS OF CHANGE: 20060213 GROUP MEMBERS: ENDOWMENT CAPITAL GROUP, L.P. GROUP MEMBERS: ENDOWMENT CAPITAL GROUP, LLC GROUP MEMBERS: ENDOWMENT CAPITAL, L.P. GROUP MEMBERS: LONG DRIVE, L.P. GROUP MEMBERS: PHILIP TIMON SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KIRKLANDS INC CENTRAL INDEX KEY: 0001056285 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] IRS NUMBER: 621287151 FISCAL YEAR END: 0128 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78385 FILM NUMBER: 06604577 BUSINESS ADDRESS: STREET 1: 805 NORTH PKWY CITY: JACKSON STATE: TN ZIP: 38305 BUSINESS PHONE: 9016882444 MAIL ADDRESS: STREET 1: 805 NORTH PKWY CITY: JACKSON STATE: TN ZIP: 38305 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ENDOWMENT CAPITAL GROUP LLC CENTRAL INDEX KEY: 0001283815 IRS NUMBER: 770621719 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1105 NORTH MARKET STREET STREET 2: 15TH FLOOR CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 302-472-8000 MAIL ADDRESS: STREET 1: 1105 NORTH MARKET STREET STREET 2: 15TH FLOOR CITY: WILMINGTON STATE: DE ZIP: 19801 SC 13G/A 1 ki13ga.htm SCHEDULE 13G Schedule 13G

CUSIP No. 497498105

 

Page 1 of 12 Pages

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)

Kirklands, Inc.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

497498105
(CUSIP Number)

December 30, 2005
(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 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.

Page 1 of 12 Pages

CUSIP No. 497498105

 

Page 2 of 12 Pages

1

NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

ENDOWMENT CAPITAL, L.P.
77-0621714

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]

(b) [   ]
 

3

SEC USE ONLY
 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE





NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

2,828,294

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

2,828,294

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14.62%

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

14.62%

12

TYPE OF REPORTING PERSON

PN

CUSIP No. 497498105

 

Page 3 of 12 Pages

1

NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

LONG DRIVE, L.P.
84-1639266

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]

(b) [   ]
 

3

SEC USE ONLY
 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE






NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

2,828,294

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

2,828,294

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14.62%

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

14.62%

12

TYPE OF REPORTING PERSON

PN

CUSIP No. 497498105

 

Page 4 of 12 Pages

1

NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

ENDOWMENT CAPITAL GROUP, LLC
77-0621719

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]

(b) [  ]
 

3

SEC USE ONLY
 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE





NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

2,828,294

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

2,828,294

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14.62%

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

14.62%

12

TYPE OF REPORTING PERSON

CO

CUSIP No. 497498105

 

Page 5 of 12 Pages

1

NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

ENDOWMENT CAPITAL GROUP, L.P.
04-3771199

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]

(b) [ ]
 

3

SEC USE ONLY
 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE





NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

2,828,294

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

2,828,294

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14.62%

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [  ]
 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

14.62%

12

TYPE OF REPORTING PERSON

PN

CUSIP No. 497498105

 

Page 6 of 12 Pages

1

NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

PHILIP TIMON
###-##-####

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]

(b) [ ]
 

3

SEC USE ONLY
 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

UNITED STATES OF AMERICA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

2,828,294

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

2,828,294

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

14.62%

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [  ]
 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

14.62%

12

TYPE OF REPORTING PERSON

IN

CUSIP No. 497498105

 

Page 7 of 12 Pages

Item 1.

(a).

Name of Issuer: KIRKLANDS, INC.

     
 

(b).

Address of Issuer's Principal Executive Offices:

     
   

805 NORTH PARKWAY

   

JACKSON, TENNESSEE 38305

     

Item 2.

(a).

Name of Persons Filing:

This Statement is being filed jointly by (i) Endowment Capital, L.P., a Delaware limited partnership ("Endowment"); (ii) Long Drive, L.P., a Delaware limited partnership ("Long Drive"); (iii) Endowment Capital Group, LLC, a Delaware limited liability company, which serves as general partner to Endowment and Long Drive (the "General Partner"); (iv) Endowment Capital Group, L.P., a Delaware limited partnership, which serves as investment manager to Endowment and Long Drive (the "Manager"); and (v) Mr. Philip Timon, who serves as the managing member of the General Partner and the general partner of the Manager. Endowment, Long Drive, the general partner, the Manager, and Philip Timon are sometimes also referred to herein individually as a "Reporting Person" and collectively as "Reporting Persons".

 

(b).

Address of Principal Business Office for Each of the Above:
 

   

(i)

Endowment Capital, L.P. -- The address of Endowment's

principal business and principal office is 1105 N. Market Street, 15th Floor, Wilmington, DE 19801.

       
   

(ii)

Long Drive, L.P. -- The address of Long Drive's principal

business and principal office is 1105 N. Market Street, 15th Floor,Wilmington, DE 19801.

       
   

(iii)

Endowment Capital Group, LLC -- The address of the

General Partner's principal business and principal office is 1105 N. Market Street, 15th Floor, Wilmington, DE 19801.

       
   

(iv)

Endowment Capital Group, L.P. -- The address of the

Manager's principal business and principal office is 1105 N. Market Street, 15th Floor, Wilmington, DE 19801.

       
   

(v)

Philip Timon -- Mr. Philip Timon's principal address is

1105 N. Market Street, 15th Floor, Wilmington, DE  19801.

       
 

(c).

Citizenship or Place of Organization:

       
   

Endowment, Long Drive, the General Partner, and the Manager are

organized under the laws of the State of Delaware. Philip Timon is a citizen of the United States.

       
 

(d).

Title of Class of Securities: Common Stock

CUSIP No. 497498105

 

Page 8 of 12 Pages

 

(e).

CUSIP Number: 497498105

     

Item 3.

If this Statement is Filed Pursuant to Rules 13d-1(b) or 13d-2(b) or (c), Check Whether the Person Filing is a:

     
 

(a)

[ ] Broker or dealer registered under Section 15 of the Exchange Act;

 

(b)

[ ] Bank as defined in Section 3(a)(6) of the Exchange Act;

 

(c)

[ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act;

 

(d)

[ ] Investment company registered under Section 8 of the Investment Company Act;

 

(e)

[ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

 

(f)

[ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

(g)

[ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 

(h)

[ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act;

 

(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;

 

(j)

[ ] Group, in accordance with Rule 13d-1(b)(1) (ii)(J).

 

 

 

Item 4.

Ownership.

     
 

(a).

Amount beneficially owned:

     
   

(i)          Endowment Capital, L.P.

2,828,294

   

(ii)         Long Drive, L.P.

2,828,294

   

(iii)        Endowment Capital Group, LLC1

2,828,294

   

(iv)        Endowment Capital Group, L.P.2

2,828,294

   

(v)         Philip Timon3

2,828,294

     

1

Endowment Capital Group, LLC is the General Partner of Endowment Capital, L.P. and Long Drive, L.P., subject to the overall control of the managing member, Philip Timon.

   

2

Endowment Capital Group, L.P. is the investment manager of Endowment Capital, L.P. and Long Drive, L.P., subject to the overall control of the managing member of its general partner, Philip Timon, and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

   

3

Philip Timon is the managing member and is deemed to possess a controlling interest in the general partner of Endowment Capital Group, L.P. and thus could be deemed to share the power to vote and dispose or direct the disposition of such Shares.

CUSIP No. 497498105

 

Page 9 of 12 Pages

(b).

Percentage of class:

 
       
 

(i)

Endowment Capital, L.P.

14.62%

 

(ii)

Long Drive, L.P.

14.62%

 

(iii)

Endowment Capital Group, LLC

14.62%

 

(iv)

Endowment Capital Group, L.P.

14.62%

 

(v)

Philip Timon

14.62%

       

(c).

Number of shares as to which such person has:

       
 

(1)

Sole power to vote or to direct the vote:

       
 

(i)

Endowment Capital, L.P.

0

 

(ii)

Long Drive, L.P.

0

 

(iii)

Endowment Capital Group, LLC

0

 

(iv)

Endowment Capital Group, L.P.

0

 

(v)

Philip Timon

0

       
 

(2)

Shared power to vote or to direct the vote:

       
 

(i)

Endowment Capital, L.P.

2,828,294

 

(ii)

Long Drive, L.P.

2,828,294

 

(iii)

Endowment Capital Group, LLC

2,828,294

 

(iv)

Endowment Capital Group, L.P.

2,828,294

 

(v)

Philip Timon

2,828,294

       
 

(3)

Sole power to dispose or to direct the disposition of :

       
 

(i)

Endowment Capital, L.P.

0

 

(ii)

Long Drive, L.P.

0

 

(iii)

Endowment Capital Group, LLC

0

 

(iv)

Endowment Capital Group, L.P.

0

 

(v)

Philip Timon

0

       

CUSIP No. 497498105

 

Page 10 of 12 Pages

(4)

Shared power to dispose or to direct the disposition of:

     

(i)

Endowment Capital, L.P.

2,828,294

(ii)

Long Drive, L.P.

2,828,294

(iii)

Endowment Capital Group, LLC

2,828,294

(iv)

Endowment Capital Group, L.P.

2,828,294

(v)

Philip Timon

2,828,294

Item 5.

Ownership of Five Percent or Less of a Class:  [X]

   
   

Item 6.

Ownership of More than Five Percent on Behalf of Another Person:

   
 

Not Applicable.

   

Item 7.

Identification and Classification of Subsidiaries which Acquired the Security Being Reported on by the Parent Holding Company:

   
 

Not Applicable.

   

ITEM 8.

Identification and Classification of Members of the Group:

   
 

See Item 2.

   

ITEM 9.

Notice of Dissolution of Group:

   
 

Not Applicable.

CUSIP No. 497498105

 

Page 11 of 12 Pages

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.

SIGNATURES

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.

 

ENDOWMENT CAPITAL, L.P.

   

Date: February 13, 2006

By /S/ Philip Timon
Philip Timon, managing member of Endowment Capital Group, LLC, general partner

   
   
 

LONG DRIVE, L.P.

   

Date: February 13, 2006

By /S/ Philip Timon
Philip Timon, managing member of Endowment Capital Group, LLC, general partner

   
   
 

ENDOWMENT CAPITAL GROUP, LLC

   

Date: February 13, 2006

By /S/ Philip Timon
Philip Timon, managing member

   
   
 

ENDOWMENT CAPITAL GROUP, L.P.

   

Date: February 13, 2006

By /S/ Philip Timon
Philip Timon, managing member of Endowment
Capital Management, LLC, general partner

CUSIP No. 497498105

 

Page 12 of 12 Pages

EXHIBIT 1 -- AGREEMENT OF JOINT FILING

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that the foregoing statement on Schedule 13G/A, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on the 13th day of February, 2006.

 

ENDOWMENT CAPITAL, L.P.

   

Date: February 13, 2006

By /S/ Philip Timon
Philip Timon, managing member of Endowment Capital Group, LLC, general partner

   
   
 

LONG DRIVE, L.P.

   

Date: February 13, 2006

By /S/ Philip Timon
Philip Timon, managing member of Endowment Capital Group, LLC, general partner

   
   
 

ENDOWMENT CAPITAL GROUP, LLC

   

Date: February 13, 2006

By /S/ Philip Timon
Philip Timon, managing member

   
   
 

ENDOWMENT CAPITAL GROUP, L.P.

   

Date: February 13, 2006

By /S/ Philip Timon
Philip Timon, managing member of Endowment
Capital Management, LLC, general partner

 

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