-----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, SyDDo5bdPz4a7oy8WYEOj4NkMnHjNU3o6OHRpJdETwxB9GAyM2X4VASsbgGFQvxa tFGBmG+wtyYoD9UONEm0nw== 0000941302-00-000006.txt : 20000202 0000941302-00-000006.hdr.sgml : 20000202 ACCESSION NUMBER: 0000941302-00-000006 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000114 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MARVEL ENTERPRISES INC CENTRAL INDEX KEY: 0000933730 STANDARD INDUSTRIAL CLASSIFICATION: DOLLS & STUFFED TOYS [3942] IRS NUMBER: 133711775 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-47191 FILM NUMBER: 507631 BUSINESS ADDRESS: STREET 1: 387 PARK AVENUE SOUTH CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2126960808 MAIL ADDRESS: STREET 1: 685 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: TOY BIZ INC DATE OF NAME CHANGE: 19941213 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 13G/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 13G/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 4) MARVEL ENTERPRISES, INC. ------------------------------------------------------- (Name of Issuer) Common Stock, par value $.01 per share ------------------------------------------------------- (Title of Class of Securities) 57383M108 ------------------------------------------------------- (CUSIP Number) December 31, 1999 ------------------------------------------------------- (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) CUSIP No. 57383M108 13G/A 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Value Partners, Ltd., 75-2291866 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 5 SOLE VOTING POWER 4,330,214 SHARES BENEFICIALLY 6 SHARED VOTING POWER 0** OWNED BY EACH 7 SOLE DISPOSITIVE POWER 4,330,214 REPORTING PERSON WITH 8 SHARED DISPOSITIVE POWER 0** 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,330,214** 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 12.9% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT **BUT SEE ITEM 4. CUSIP No. 57383M108 13G/A 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Ewing & Partners, 75-2741747 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 5 SOLE VOTING POWER 0 SHARES BENEFICIALLY 6 SHARED VOTING POWER 0** OWNED BY EACH 7 SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 8 SHARED DISPOSITIVE POWER 0** 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0** 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0%** 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT **BUT SEE ITEM 4. CUSIP No. 57383M108 13G/A 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Timothy G. Ewing 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF 5 SOLE VOTING POWER 1,990 SHARES BENEFICIALLY 6 SHARED VOTING POWER 0** OWNED BY EACH 7 SOLE DISPOSITIVE POWER 1,990 REPORTING PERSON WITH 8 SHARED DISPOSITIVE POWER 0** 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,990** 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* / / 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0%** 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT **BUT SEE ITEM 4. AMENDMENT NO. 4 TO SCHEDULE 13G This Amendment No. 4 to Schedule 13G (this "Amendment") 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, the managing general partner of Ewing & Partners, as an amendment to the initial statement on Schedule 13G relating to shares of common stock, par value $.01 per share (the "Common Stock"), of Marvel Enterprises, Inc. (the "Company") as filed with the Securities and Exchange Commission (the "Commission") on October 9, 1998 and as amended from time to time since such date to the date hereof (the "Statement"). 1(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES. 387 Park Avenue South New York, New York 10016 ITEM 4 OWNERSHIP. Item 4 of the Statement is hereby amended and restated in its entirety to read as follows: See Items 5 through 11 on page 2 for Value Partners, page 3 for Ewing & Partners and page 4 for Mr. Ewing. On November 1, 1999, Value Partners acquired 800,000 shares of the Company's Preferred Stock ("Preferred Stock"). Additionally, on April 5, 1999, July 1, 1999 and October 1, 1999, Value Partners received 12,318, 12,565 and 12,816 shares of Preferred Stock, respectively, as dividend payments. Consequently, as of December 31, 1999, Value Partners directly held 1,453,646 shares of Preferred Stock. Each share of Preferred Stock can be exchanged, at any time, by the holder thereof, for 1.039 shares of Common Stock. Also as of December 31, 1999, Value Partners directly held 2,819,876 shares of Common Stock. Thus, Value Partners beneficially owned 4,330,214 shares of Common Stock as of December 31, 1999. Value Partners has the sole power to vote and dispose of the 4,330,214 shares of Common Stock beneficially owned by it. Ewing & Partners, as general partner of Value Partners, may direct the vote and disposition of the 4,330,214 shares of Common Stock owned by Value Partners. Similarly, Mr. Ewing, as managing general partner of Ewing & Partners, may direct the vote and disposition of the 4,330,214 shares of Common Stock owned by Value Partners. Mr. Ewing has the sole power to vote and dispose of the 1,990 shares of Common Stock beneficially owned by him. Mr. Ewing does not share the power to vote or to direct the vote of, or the power to dispose or to direct the disposition of the 1,990 shares of Common Stock owned by him. EXHIBITS EXHIBIT 1 - -------- --------- Joint Filing Agreement dated October 8, 1998 between Value Partners, Ewing & Partners and Mr. Ewing (previously filed as Exhibit 1 to the initial Schedule 13G and incorporated herein by reference). SIGNATURE 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. Date: January 14, 2000 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-----