-----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, OGnQrrls6VsVTAsfDeyT5rJxyFo0RE3E3zG8YPY60vGZGiENSe4V8kdj+lg+o3MR BlxYzTF+/VQj589faAZSaw== 0000941302-99-000140.txt : 19990917 0000941302-99-000140.hdr.sgml : 19990917 ACCESSION NUMBER: 0000941302-99-000140 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990916 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICA SERVICE GROUP INC /DE CENTRAL INDEX KEY: 0000877476 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 210332317 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-42037 FILM NUMBER: 99712668 BUSINESS ADDRESS: STREET 1: 105 WESTPARK DR STREET 2: STE 300 CITY: BRENTWOOD STATE: TN ZIP: 37027 BUSINESS PHONE: 6153733100 MAIL ADDRESS: STREET 1: 105 WESTPARK DR STREET 2: STE 300 CITY: BRENTWOOD STATE: TN ZIP: 37027 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 INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(A) (AMENDMENT NO. 6) Under the Securities Exchange Act of 1934 AMERICA SERVICE GROUP, INC. --------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $.01 per share --------------------------------------------------------------------- (Title of Class of Securities) 02364L109 --------------------------------------------------------------------- (CUSIP NUMBER) Timothy G. Ewing Value Partners, Ltd. c/o Ewing & Partners Suite 808 4514 Cole Avenue Dallas, Texas 75205 Tel. No.: (214) 522-2100 --------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 14, 1999 --------------------------------------------------------------------- (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(e), 13d-1(f) or 13d-1(g), check the following box [ ] CUSIP No. 02364L109 13D/A 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) / / 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) / / Not Applicable 6 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER 7 SOLE VOTING POWER 630,575* OF SHARES 8 SHARED VOTING POWER 0 BENEFICIALLY OWNED BY 9 SOLE DISPOSITIVE POWER 630,575* EACH REPORTING 10 SHARED DISPOSITIVE POWER 0 PERSON WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 630,575* 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 17.6% 14 TYPE OF REPORTING PERSON PN *But see Item 5 CUSIP No. 02364L109 13D/A 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Ewing & Partners 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / / (b) / / 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) / / Not Applicable 6 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER 7 SOLE VOTING POWER 0 OF SHARES 8 SHARED VOTING POWER 0* BENEFICIALLY OWNED BY 9 SOLE DISPOSITIVE POWER 0 EACH REPORTING 10 SHARED DISPOSITIVE POWER 0* PERSON WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0* 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0%* 14 TYPE OF REPORTING PERSON PN *But see Item 5 CUSIP No. 02364L109 13D/A 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) / / 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) / / Not Applicable 6 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER 7 SOLE VOTING POWER 0 OF SHARES 8 SHARED VOTING POWER 0* BENEFICIALLY OWNED BY 9 SOLE DISPOSITIVE POWER 0 EACH REPORTING 10 SHARED DISPOSITIVE POWER 0* PERSON WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0* 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0%* 14 TYPE OF REPORTING PERSON IN *But see Item 5 AMENDMENT NO. 6 TO SCHEDULE 13D This Amendment No. 6 to Schedule 13D is being filed on behalf of Value Partners, Ltd., a Texas limited partnership ("Value Partners"), Ewing & Partners, a Texas general partnership ("Ewing & Partners"), and Timothy G. Ewing ("Ewing"), the managing general partner of Ewing & Partners, as an amendment to the Statement on Schedule 13D, relating to shares of common stock, par value $.01 per share ("Common Stock"), of America Service Group, Inc. (the "Issuer"), as filed with the Securities and Exchange Commission on November 24, 1993 and as amended from time to time since such date to the date hereof (the "Statement"). The Statement is hereby amended and supplemented as follows: ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Item 3 of the Statement is hereby amended and restated in its entirety to read as follows: The 630,575 shares of Common Stock beneficially owned by Value Partners were purchased in transactions effected in the over-the-counter market, which shares represent 17.6% of the Common Stock outstanding as of August 3, 1999. ITEM 4. PURPOSE OF TRANSACTION Item 4 of the Statement is hereby amended and restated in its entirety to read as follows: Value Partners has acquired the 630,575 shares of 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 beneficially owned by it. Except as set forth above, none of Value Partners, Ewing & Partners, EAM, or Ewing has any plans or proposals of the type referred to in clauses (a) through (j) of Item 4 of the instructions to Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER Item 5 of the Statement is hereby amended and restated in its entirety to read as follows: (a) As of September 14, 1999, Value Partners beneficially owned 630,575 shares of Common Stock, which represents 17.6% of the Issuer's outstanding shares of Common Stock, which such percentage was calculated by dividing (i) 630,575 shares of Common Stock beneficially owned by Value Partners as of September 14, 1999, by (ii) 3,589,078 shares of Common Stock outstanding as of August 3, 1999 based upon the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 13, 1999. (b) Value Partners has the sole power to vote and dispose of the 630,575 shares of Common Stock beneficially owned by it. However, Ewing & Partners, as general partner of Value Partners, may direct the vote and disposition of the 630,575 shares of Common Stock owned by Value Partners. Similarly, Ewing, as managing general partner of Ewing & Partners, may direct the vote and disposition of the 630,575 shares of Common Stock owned by Value Partners. (c) During the past 60 days, Value Partners effected the following transactions in the Common Stock in the over-the-counter market: Transaction Quantity Price per Date Buy/Sell (shares) Share ($) ---- -------- -------- --------- 8/27/99 Purchase 50,000 $14.6875 9/14/99 Purchase 55,000 $14.625 (d) Ewing and Ewing & Partners may be deemed to have the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock beneficially owned by Value Partners. (e) Not applicable. 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: September 16, 1999 VALUE PARTNERS, LTD. By: EWING & PARTNERS as General Partner By: /S/ TIMOTHY G. EWING -------------------------- Timothy G. Ewing as Managing Partner EWING & PARTNERS By: /S/ TIMOTHY G. EWING -------------------------- Timothy G. Ewing as Managing Partner /S/ TIMOTHY G. EWING ---------------------------- Timothy G. Ewing -----END PRIVACY-ENHANCED MESSAGE-----