-----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, ISuSXf/2FbwdU/6NKmKjoA00QrWov5blHKkta3A4W/PtN9jAYgOgf9TrQWdX4vob 7hbdnvztkmHnJGwXFYKvLA== 0000941302-98-000050.txt : 19980506 0000941302-98-000050.hdr.sgml : 19980506 ACCESSION NUMBER: 0000941302-98-000050 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980505 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHEROKEE INC CENTRAL INDEX KEY: 0000844161 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', AND JUNIORS OUTERWEAR [2330] IRS NUMBER: 954182437 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-41754 FILM NUMBER: 98609983 BUSINESS ADDRESS: STREET 1: 6835 VALJEAN AVE CITY: VAN NUYS STATE: CA ZIP: 91406-4713 BUSINESS PHONE: 8189511002 MAIL ADDRESS: STREET 1: 6835 VALJEAN AVE CITY: VAN NUYS STATE: CA ZIP: 91406-4713 FORMER COMPANY: FORMER CONFORMED NAME: GREEN ACQUISITION CO DATE OF NAME CHANGE: 19900814 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 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (AMENDMENT NO. 11 TO SCHEDULE 13D) Under the Securities Exchange Act of 1934 CHEROKEE INC. - --------------------------------------------------------------------------- (Name of Issuer) Shares of Common Stock, par value $0.02 per share - --------------------------------------------------------------------------- (Title of Class of Securities) 16444H102 - --------------------------------------------------------------------------- (CUSIP NUMBER) TIMOTHY G. EWING VALUE PARTNERS, LTD. c/o Ewing & Partners Suite 4660 West 2200 Ross Avenue Dallas, Texas 75201-2790 Tel. No.: (214) 999-1900 - --------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) - with copies to - Ford Lacy, P.C. Akin, Gump, Strauss, Hauer & Feld, LLP 1700 Pacific Avenue, Suite 4100 Dallas, Texas 75201-4618 (214) 969-2800 APRIL 6, 1998 - --------------------------------------------------------------------------- (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. [ ] 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, as amended ("Act"), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. CUSIP No. 16444H102 13D 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Value Partners, Ltd. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 7 SOLE VOTING POWER 2,104,069* SHARES BENEFICIALLY 8 SHARED VOTING POWER 0 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 2,104,069* REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,104,069* 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 24.4% 14 TYPE OF REPORTING PERSON* PN * BUT SEE ITEM 5 CUSIP No. 16444H102 13D 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Timothy G. Ewing 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 7 SOLE VOTING POWER 19,027* SHARES BENEFICIALLY 8 SHARED VOTING POWER 0 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 19,027* REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 19,027* 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .2% 14 TYPE OF REPORTING PERSON* IN * BUT SEE ITEM 5 AMENDMENT NO. 11 TO SCHEDULE 13D This Amendment No. 11 to Schedule 13D is being filed on behalf of Value Partners, Ltd., a Texas limited partnership ("Value Partners") and Timothy G. Ewing ("Mr. Ewing") as an amendment to the initial statement on Schedule 13D, relating to shares of Common Stock, par value $0.02 per share (the "Common Stock"), of Cherokee Inc. (the "Issuer"), as filed with the Securities and Exchange Commission on February 6, 1995 (the "Initial Schedule 13D"). The Initial Schedule 13D is hereby amended and supplemented for the eleventh time as follows: ITEM 2. IDENTITY AND BACKGROUND Item 2 of the Initial Schedule 13D is hereby amended and restated in its entirety to read: (a)-(c) This Statement is filed by Value Partners, Ltd., a Texas limited partnership ("Value Partners"). Ewing & Partners, a Texas general partnership (formerly known as Fisher Ewing Partners) ("Ewing & Partners"), is the general partner of Value Partners. Timothy G. Ewing and Ewing Asset Management, Inc., a Texas limited liability company ("EAM"), are the general partners of Ewing & Partners, and Mr. Ewing is the managing general partner of Ewing & Partners. EAM is controlled by Mr. Ewing. The principal place of business for Mr. Ewing, EAM and Value Partners is Suite 4660 West, 2200 Ross Avenue, Dallas, Texas 75201. The present principal occupation or employment of Mr. Ewing is managing general partner of Ewing & Partners. The principal business of EAM is acting as a general partner of Ewing & Partners. The principal business of Ewing & Partners is the management of Value Partners. The principal business of Value Partners is investment in and trading of capital stocks, warrants, bonds, notes, debentures and other securities. (d) None of Value Partners, Ewing & Partners, EAM or Mr. Ewing, during the last five years, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) None of Value Partners, Ewing & Partners, EAM or Mr. Ewing has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of 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. (f) Mr. Ewing is a citizen of the United States of America. ITEM 3. SOURCE AND AMOUNT OF FUNDS Item 3 of the Initial Schedule 13D is hereby amended by adding the following paragraphs: Pursuant to that certain Director Stock Option Agreement dated as of September 15, 1997, the Issuer granted Mr. Ewing stock options (the "Options") to acquire from the Issuer from time to time all or any portion of an aggregate of 8,277 authorized and unissued shares of Common Stock at the exercise price of $6.80 per share. On April 6, 1998, Mr. Ewing exercised his Options and purchased 8,277 shares of Common Stock for an aggregate purchase price of $56,283.60. Such shares were acquired with the personal funds of Mr. Ewing. ITEM 4. PURPOSE OF TRANSACTION Item 4 of the Initial Schedule 13D is hereby amended by adding the following paragraph: Mr. Ewing acquired the 8,277 shares of Common Stock owned directly by him solely for his personal investment purposes. Depending on his evaluation of the Issuer, other investment opportunities, market conditions, and such other factors as he may deem material, Mr. Ewing 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 him. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER Item 5 of the Initial Schedule 13D is hereby amended by amending and restating paragraphs (a) and (c) in their entirety to read as follows: (a) For purposes of Rule 13d-3, as of the date hereof, Value Partners may be deemed to be the beneficial owner of 2,104,069 shares of Common Stock (the "Resulting Shares"). The Resulting Shares represent approximately 24.4% of the Issuer's outstanding Common Stock as calculated pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended. For purposes of Rule 13d-3, as of the date hereof, Mr. Ewing may be deemed to be the beneficial owner of 19,027 shares of Common Stock. Mr. Ewing's shares of Common Stock represent approximately 0.2% of the Issuer's outstanding Common Stock as calculated pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended. According to the Issuer's quarterly report on Form 10-Q dated January 13, 1998, a total of 8,612,657 shares of Common Stock were issued and outstanding as of January 12, 1998. (c) During the past 60 days Mr. Ewing effected the following transaction in the Common Stock of the Issuer: NUMBER OF SHARES OF DATE COMMON STOCK ACQUIRED PRICE/SHARE -------- --------------------- ----------- 04-06-98 8,277 $6.80 SIGNATURE 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: April 30, 1998 VALUE PARTNERS, LTD. By: Ewing & Partners as General Partner By: /S/TIMOTHY G. EWING ---------------------- Timothy G. Ewing General Partner /S/TIMOTHY G. EWING --------------------------- Timothy G. Ewing -----END PRIVACY-ENHANCED MESSAGE-----