-----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, HuvXsDhPTHumGFKbmaMOe+tUZ/uOEkbhJYejlypmT4wplgIIyKmVzBNFtk7AVbvm 8GjXoK0VP2VsZ9lDsfFP9Q== 0000919567-97-000009.txt : 19970222 0000919567-97-000009.hdr.sgml : 19970222 ACCESSION NUMBER: 0000919567-97-000009 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970220 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: POORE BROTHERS INC CENTRAL INDEX KEY: 0000944508 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS [2090] IRS NUMBER: 860786101 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-49209 FILM NUMBER: 97539294 BUSINESS ADDRESS: STREET 1: 2664 S LITCHFIELD RD CITY: GOODYEAR STATE: AZ ZIP: 85338 BUSINESS PHONE: 6029250731 MAIL ADDRESS: STREET 1: 2664 SOUTH LITCHFIELD RD CITY: GOODYEAR STATE: AZ ZIP: 85338 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RENAISSANCE CAPITAL GROWTH & INCOME FUND III INC CENTRAL INDEX KEY: 0000919567 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 752533518 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 8080 N CENTRAL EXPRWY STREET 2: STE 210 LB59 CITY: DALLAS STATE: TX ZIP: 75206 BUSINESS PHONE: 2148918294 MAIL ADDRESS: STREET 1: 8080 N CENTRAL EXPWY., SUITE 210 LB 59 CITY: DALLAS STATE: TX ZIP: 75206 SC 13G 1 1 SCHEDULE 13G Under the Securities Exchange Act of 1934 -------------------------------------------------------- Securities and Exchange Commission Washington, D.C. 20549 -------------------------------------------------------- POORE BROTHERS, INC. (Name of Issuer) Common 732813006 (Title of Class of Securities) (CUSIP Number) Vance M. Arnold 8080 N. Central Expressway, Suite 210 LB 59, Dallas, TX 75206 (214) 891-8294 Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 6, 1996 (Date of Event which Requires Filing of this Statement) 1. Names of Reporting Person S.S. or I.R.S. Identification No.: Renaissance Capital Growth & Income Fund III, Inc. 75-2533518 ---------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group: (a) N/A ------------ (b) N/A ------------ 3. SEC Use Only: 4. Citizenship or Place of Organization: Texas ------- Number of Shares Beneficially Owned by Each Reporting Person With: (5) Sole voting Power: 1,640,891 ----------- (6) Shared Voting Power: 0 ---- (7) Sole Dispositive Power: 1,640,891 ----------- (8) Shared Dispositive Power: 0 --- (9) Aggregate Amount Beneficially Owned be Each Reporting Person: 1,640,891 ----------- (10) Check if the Aggregate Amount in Row (11) Excludes Certain Shares: N/A --- (11) Percent of Class Represented by Amount in Row (11): 19% ----- (12) Type of Reporting Person: IV ---- 2 SCHEDULE 13G ITEM 1. SECURITY AND ISSUER $1,788,571 - 9.0% Convertible Debenture between Poore Brothers, Inc. as Borrowers and Renaissance Capital Growth & Income Fund III, Inc. as Lender. Poore Brothers, Inc. Company 2664 S. Litchfield Rd. Goodyear, AZ 85338 ITEM 2. IDENTITY AND BACKGROUND a., b., c. Renaissance Capital Growth & Income Fund III, Inc. Filer 8080 N. Central Expressway, Suite 210 Dallas, Texas 75206 Renaissance Capital Growth & Income Fund III, Inc. is a Texas corporation, organized as a business development company under the Investment Company Act of 1940 and is traded on the Nasdaq. Its address is 8080 N. Central Expressway, Suite 210, Dallas, TX 75206. Renaissance Capital Group, Inc. is the investment advisor to the Fund. The officers of Renaissance Capital Group, Inc. are: Russell Cleveland, President Barbe Butschek, Senior Vice President, Corporate Secretary and Treasurer Vance M. Arnold, Executive Vice President Mardon M. Navalta, Vice President Norman D. Cox, Vice President d. None e. None f. Texas ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The Filer's source of funds for this transaction came exclusively from the Filer's investment capital. No borrowed funds were used in the transaction. The securities were acquired directly from the Company in a private placement. ITEM 4. PUROPSE OF TRANSACTION The purpose of the acquisition of these securities for Renaissance Capital Growth & Income Fund III, Inc. was as an investment in accordance with its election as a Business Development Company under the Investment Act of 1940. 3 ITEM 5. INTEREST IN SECURITIES OF THE ISSUER On May 31, 1995, the Company and the Filer entered into a Convertible Debenture Loan Agreement pursuant to which the Company issued the Filer a $2,100,000 Convertible Debenture yielding a 9.0% interest rate. The Convertible Debenture is initially convertible at $1.09 per share and said conversion price is subject to certain price adjustments. Interest is payable monthly and if not sooner redeemed or converted, matures July 1, 2002. The Debenture also calls for mandatory principal installments commencing July 1, 1998 in the amount of $10 per $1,000 paid on a monthly basis with the final installment of all remaining unpaid principal due on July 1, 2002. On December 6, 1996, the Company became a publicly traded Company listed with the Nasdaq stock exchange, completing its initial public offering and triggering the Filer's obligation to file this schedule. The Filer sold 285,714 shares valued at $1,000,000 in the initial public offering. As mentioned previously, the Filer and the Company are party to a loan agreement and First Interstate Equity Corporation is also a co-leader under said Agreement. First Interstate's interest was transformed to Wells Fargo Equity Capital and by contract are now a party to the Agreement. The Loan Agreement does contain provisions governing the relationship among its co- lenders including standard cross default provisions. The Convertible Debenture Loan Agreement grants the Filer the right to elect one member to the board of directors of the Company and designated Mr. Robert Pearson, a consultant to Renaissance Capital Group, Inc. who has been elected a member of the Company's Board of Directors. The Filers do not have the right to vote the Common Stock underlying the Convertible Debentures until and unless it elects to convert said instrument. The Company has not effected any transactions in the securities of the Company prior to the purchase of the Convertible Debenture. ITEM 6. CONTRACTS, ARRANGEMENTS, OR UNDERSTANDINGS WITH RESPECT TO SECURITIES OF THE ISSUER The Company and the Filers entered into a Convertible Debenture Loan Agreement on May 31, 1995. Said documents contain default and other provisions contained in loan agreements more generally. As mentioned in the previous item, the Convertible Debenture Loan Agreement grants the Filer the option to name a board of director to the Company. The Investment Advisor of the Filer has a profit interest of up to 20% of the profits of the Filer. 4 ITEM 7. PERSONS RETAINED, EMPLOYED OR TO BE COMPENSATED Not Applicable ITEM 8. MATERIAL TO BE FILED AS EXHIBITS Not Applicable I certify to the best of my knowledge and belief the information set forth in this statement is true, complete and correct. Date: February 14, 1997 By: Renaissance Capital Growth & Income Fund III, Inc. By: /s/ Vance M. Arnold ----------------------------- Vance M. Arnold, Executive Vice President Renaissance Capital Group, Inc. Investment Advisor -----END PRIVACY-ENHANCED MESSAGE-----