SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 17)
EVANS, INC.
(Name of Issuer)
Common Stock, $.20 par value
(Title of Class of Securities)
299155 10 1
(CUSIP Number)
Jeffrey L. Steele, Esq., 1500 K Street, N.W. Washington, D.C. 20005
(202) 626-3314
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
October 6, 1997
(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 |_|.
Check the following box if a fee is being paid with the statement [X]. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
The information required on 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 (however, see the
Notes).
Page 1 of 14 Pages
<PAGE>
SCHEDULE 13D
- --------------------------------------------------------------------------------
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Peter Cundill & Associates (Bermuda) Ltd.
N/A
- --------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
2 (b) |X|
- --------------------------------------------------------------------------------
SEC USE ONLY
3
- --------------------------------------------------------------------------------
SOURCE OF FUNDS
4
OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
- --------------------------------------------------------------------------------
NUMBER OF SOLE VOTING POWER
SHARES 7
BENEFICIALLY 158,400
OWNED BY
EACH
REPORTING
PERSON
WITH
---------------------------------------------------------
SHARED VOTING POWER
8
426,654
---------------------------------------------------------
SOLE DISPOSITIVE POWER
9
408,854
---------------------------------------------------------
SHARED DISPOSITIVE POWER
10
485,900
- --------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
894,754
- --------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES |_|
12
- --------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
17.95%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
CO, IA (Canadian)
- --------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
- --------------------------------------------------------------------------------
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Peter Cundill Holdings (Bermuda) Ltd.
N/A
- --------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
2 (b) |X|
- --------------------------------------------------------------------------------
SEC USE ONLY
3
- --------------------------------------------------------------------------------
SOURCE OF FUNDS
4
OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
- --------------------------------------------------------------------------------
NUMBER OF SOLE VOTING POWER
SHARES 7
BENEFICIALLY 0
OWNED BY
EACH
REPORTING
PERSON
WITH
---------------------------------------------------------
SHARED VOTING POWER
8
585,054
---------------------------------------------------------
SOLE DISPOSITIVE POWER
9
0
---------------------------------------------------------
SHARED DISPOSITIVE POWER
10
894,754
- --------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
894,754
- --------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES |_|
12
- --------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
17.95%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
HC
- --------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
- --------------------------------------------------------------------------------
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
F. Peter Cundill
N/A
- --------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
2 (b) |X|
- --------------------------------------------------------------------------------
SEC USE ONLY
3
- --------------------------------------------------------------------------------
SOURCE OF FUNDS
4
OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
- --------------------------------------------------------------------------------
NUMBER OF SOLE VOTING POWER
SHARES 7
BENEFICIALLY 136,900
OWNED BY
EACH
REPORTING
PERSON
WITH
---------------------------------------------------------
SHARED VOTING POWER
8
585,054
---------------------------------------------------------
SOLE DISPOSITIVE POWER
9
0
---------------------------------------------------------
SHARED DISPOSITIVE POWER
10
894,754
- --------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
894,754
- --------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES |_|
12
- --------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
17.95%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
IN
- --------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
- --------------------------------------------------------------------------------
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Cundill Value Fund
N/A
- --------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
2 (b) |X|
- --------------------------------------------------------------------------------
SEC USE ONLY
3
- --------------------------------------------------------------------------------
SOURCE OF FUNDS
4
OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
- --------------------------------------------------------------------------------
NUMBER OF SOLE VOTING POWER
SHARES 7
BENEFICIALLY 0
OWNED BY
EACH
REPORTING
PERSON
WITH
---------------------------------------------------------
SHARED VOTING POWER
8
408,854
---------------------------------------------------------
SOLE DISPOSITIVE POWER
9
0
---------------------------------------------------------
SHARED DISPOSITIVE POWER
10
408,854
- --------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
408,854
- --------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES |_|
12
- --------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
8.20%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
OO
- --------------------------------------------------------------------------------
<PAGE>
This Amendment No. 17 to the Statement on Schedule 13D
heretofore filed on May 19, 1989, as amended by Amendment No. 1
filed on December 19, 1989, Amendment No. 2 filed on February 14,
1990, Amendment No. 3 filed on March 28, 1990, Amendment No. 4
filed on December 18, 1990, Amendment No. 5 filed on February 14,
1991, Amendment No. 6 filed on March 11, 1991, Amendment No. 7
filed on July 10, 1991, Amendment No. 8 filed on January 12, 1994,
Amendment No. 9 filed on February 1, 1994, Amendment No. 10 filed
April 8, 1994, Amendment No. 11 filed on September 14, 1994,
Amendment No. 12 filed on January 9, 1995, Amendment No. 13 filed
on February 24, 1995, Amendment No. 14 filed on June 9, 1995,
Amendment No. 15 filed on September 8, 1995 and Amendment No. 16
filed on September 9, 1997, is filed by Peter Cundill & Associates
(Bermuda) Ltd., a Bermuda corporation ("PCB"), Peter Cundill
Holdings (Bermuda) Ltd., a Bermuda corporation ("Holdings"),
Cundill Value Fund, an incorporated mutual fund trust governed by
the laws of British Columbia ("Value Fund") and F. Peter Cundill,
a Canadian citizen residing in England ("Cundill") (PCB, Holdings,
Value Fund and Cundill are sometimes also referred to herein
individually as a "Reporting Person" and collectively as "Reporting
Persons"), to reflect the following amendments to Items 3 and 5:
ITEM 3 IS HEREBY AMENDED AND RESTATED TO READ AS FOLLOWS IN ITS
ENTIRETY:
Item 3. Source and Amount of Funds or Other Consideration.
The Shares herein reported as being beneficially owned by the
Reporting Persons were acquired as follows:
(1) Acting on behalf of investment advisory clients of Peter
Cundill & Associates, Inc., a Delaware corporation registered under the
Investment Advisers Act of 1940 ("PCA"), PCB purchased a total of
190,600 Shares in the open market for an aggregate consideration
(exclusive of brokers' commissions) of $389,252. To the best
knowledge of the Reporting Persons, the funds used in such purchases
were from existing available investment capital and none of the
consideration for such Shares was represented by borrowed funds.
(2) Acting on behalf of Cundill Value Fund, an unincorporated
trust governed by the laws of British Columbia ("Value Fund"), PCB
purchased a total of 408,854 Shares in open market transactions for an
aggregate consideration (exclusive of brokers' commissions) of
$1,828,861.76. To the
<PAGE>
best knowledge of the Reporting Persons, the funds used in such
purchases were from Value Fund's existing available investment capital
and none of the consideration for such Shares was represented by
borrowed funds.
(3) Acting on behalf of Cundill International Company Ltd., a
mutual fund corporation incorporated under the laws of Bermuda
("International"), PCB purchased a total of 158,400 Shares in open
market transactions for an aggregate consideration (exclusive of
brokers' commissions) of $284,583.03. To the best knowledge of the
Reporting Persons, the funds used in such purchases were from existing
available investment capital and none of the consideration for such
Shares was represented by borrowed funds.
(4) Acting on behalf of Peter Cundill Limited Partnership, a
limited partnership formed under the laws of British Columbia ("Cundill
Limited"), PCB purchased a total of 131,400 Shares in open market
transactions, for an aggregate consideration (exclusive of brokers'
commissions) of $289,613.86. To the best knowledge of the Reporting
Persons, the funds used in such purchases were from existing available
investment capital and none of the consideration for such Shares was
represented by borrowed funds.
(5) Acting on behalf of Cundill Capital L.P., a limited
partnership formed under the laws of British Columbia ("Cundill
Capital"), PCB purchased a total of 5,500 Shares in open market
transactions for an aggregate consideration (exclusive of brokers'
commissions) of $7,390.63. To the best knowledge of the Reporting
Persons, the funds used in such purchases were from existing available
investment capital and none of the consideration for such Shares was
represented by borrowed funds.
Individually none of PCA, International, Cundill
Limited or Cundill Capital beneficially own 5% or more of the Shares.
Due to the investment management services provided by PCB to PCA, Value
Fund, International, Cundill Limited and Cundill Capital, PCB could be
deemed a beneficial owner of all Shares purchased in the transactions
described in subitems (1), (2), (3), (4), (5) and (6) above.
All dollar amounts are in United States dollars.
THE FIRST PARAGRAPH OF ITEM 5 IS HEREBY AMENDED AND RESTATED TO READ AS FOLLOWS
IN ITS ENTIRETY:
Item 5. Interest in Securities of the Issuer.
The number of Shares which may be deemed to be beneficially
owned by the Reporting Persons are as follows:
<PAGE>
<TABLE>
<S> <C> <C>
Shares Deemed to be Nature of Percentage
Beneficially Owned By: Ownership of Class
(A) PCB:
172,800 Shared Dispositive Power
Only (1) 3.47%
17,800 Shared Voting and Shared
Dispositive Power (2) 0.36%
408,854 Shared Voting and Sole
Dispositive Power (3) 8.20%
158,400 Sole Voting and Shared
Dispositive Power (4) 3.18%
131,400 Shared Dispositive
Power Only (5) 2.64%
5,500 Shared Dispositive
Power Only (6) 0.11%
-----
894,754 17.95%
======= ======
(B) Holdings:
172,800 Shared Dispositive Power
Only (7) 3.47%
17,800 Shared Voting and Shared
Dispositive Power (8) 0.36%
408,854 Shared Voting and Sole
Dispositive Power (9) 8.20%
158,400 Shared Voting and Shared
Dispositive Power (10) 3.18%
131,400 Shared Dispositive
Power Only (11) 2.64%
5,500 Shared Dispositive
Power Only (12) 0.11%
-----
894,754 17.95%
======= ======
(C) Cundill:
172,800 Shared Dispositive Power
Only (13) 3.47%
<PAGE>
Page 9 of 14 Pages
17,800 Shared Voting and Shared
Dispositive Power (14) 0.36%
408,854 Shared Voting and Shared
Dispositive Power (15) 8.20%
158,400 Shared Voting and Shared
Dispositive Power (16) 3.18%
131,400 Sole Voting and Shared
Dispositive Power (17) 2.64%
5,500 Sole Voting and Shared
Dispositive Power (18) 0.11%
-----
894,754 17.95%
======= ======
</TABLE>
(1) Such Shares are owned by an investment advisory client of PCA. By reason of
its investment advisory relationship with such client, PCA (as between
itself and its client) has sole dispositive power, but no voting power,
over such Shares. PCB, because it provides investment advisory services to
PCA, could be deemed to share dispositive power over such Shares with PCA.
The economic interest in such Shares is held by the aforementioned
investment advisory client of PCA.
(2) Such Shares are owned by an investment advisory client of PCA. By reason of
its investment advisory relationship with such client, PCA (as between
itself and its client) has shared voting and shared dispositive power over
such Shares. PCB, because it provides investment advisory services to PCA,
could be deemed to share voting power and dispositive power over such
Shares with PCA. The economic interest in such Shares is held by the
aforementioned investment advisory client of PCA.
(3) Such Shares are owned by Value Fund, the investment portfolio of which
entity is managed by PCB. PCB has sole dispositive power and shared voting
power under an agreement dated as of June 1, 1995. The economic interest in
such Shares is held by Value Fund.
(4) Such Shares are owned by International, which has shared dispositive power
over such Shares with PCB. PCB is the investment manager of International
and has sole voting and shared dispositive power over such Shares. The
economic interest in such Shares is held by International.
(5) Such Shares are owned by Cundill Limited. The general partner of Cundill
Limited has sole voting power over such Shares. PCB is the investment
adviser of Cundill Limited
<PAGE>
and has shared dispositive power over such Shares. The economic
interest in such Shares is held by the limited partners of Cundill
Limited.
(6) Such Shares are owned by Cundill Capital. The general partner of Cundill
Capital has sole voting power over such Shares. PCB is the investment
advisor of Cundill Capital and has shared dispositive power over such
Shares. The economic interest in such Shares is held by the limited
partners of Cundill Capital.
(7) Holdings, because it owns a controlling portion of the outstanding stock of
PCB, which provides investment advisory services to PCA, could be deemed to
share the power to dispose or direct the disposition of such Shares.
(8) Holdings, because it owns a controlling portion of the outstanding stock of
PCB, which provides investment advisory services to PCA, could be deemed to
share the power to vote and dispose or direct the disposition of such
Shares.
(9) Holdings, because it owns a controlling portion of the outstanding stock of
PCB, could be deemed to share the power to vote and dispose or direct the
disposition of such Shares.
(10) Holdings, because it owns a controlling portion of the outstanding stock of
PCB, could be deemed to share the power to vote and dispose or direct the
disposition of such Shares.
(11) Holdings, because it owns a controlling portion of the outstanding stock of
PCB, could be deemed to share the power to dispose or direct the
disposition of such Shares.
(12) Holdings, because it owns a controlling portion of the outstanding stock of
PCB, could be deemed to share the power to dispose or direct the
disposition of such Shares.
(13) Cundill, because he owns a controlling portion of the outstanding stock of
Holdings, which owns a controlling portion of the outstanding of stock of
PCB, which provides investment advisory services to PCA, could be deemed to
share the power to dispose or direct the disposition of such Shares.
(14) Cundill, because he owns a controlling portion of the outstanding stock of
Holdings, which owns a controlling portion of the outstanding of stock of
PCB, which provides investment advisory services to PCA, could be deemed to
share the power to vote and dispose or direct the disposition of such
Shares.
<PAGE>
(15) Cundill, because he owns a controlling portion of the outstanding Stock of
Holdings, which owns a controlling portion of the outstanding stock of PCB,
could be deemed to share the power to vote and dispose or direct the
disposition of such Shares.
(16) Cundill, because he owns a controlling portion of the outstanding Stock of
Holdings, which owns a controlling portion of the outstanding stock of PCB,
could be deemed to share the power to vote and dispose or direct the
disposition of such Shares.
(17) Cundill, because he is a controlling person of the general partner of
Cundill Limited, could be deemed to have sole voting power over such
Shares. Cundill, because he owns a controlling portion of the outstanding
Stock of Holdings, which owns a controlling portion of the outstanding
stock of PCB, could be deemed to share the power to dispose or direct the
disposition of such Shares.
(18) Cundill, because he is a controlling person of the general partner of
Cundill Capital, could be deemed to have sole voting power over such
Shares. Cundill, because he owns a controlling portion of the outstanding
Stock of Holdings, which owns a controlling portion of the outstanding
stock of PCB, could be deemed to share the power to dispose or direct the
disposition of such Shares.
THE FOLLOWING PARAGRAPH IS HEREBY ADDED TO ITEM 5 IN ORDER TO UPDATE INFORMATION
CONCERNING TRANSACTIONS IN THE SHARES:
TRANSACTIONS
No transactions in the Shares have been effected by the Reporting
Persons or to the best knowledge of the Reporting Persons, by any executive
officer, director, affiliate or subsidiary thereof during the last 60 days,
except the following transactions, each of which was made in a broker's
transaction in the open market.
<TABLE>
<S> <C> <C> <C> <C>
Reporting Sale/ No. of Price
Person Purchase Date Shares Share
PCB Sale 9/12/97 2,600 $2.982
" 9/12/97 2,600 $2.982
" 10/1/97 31,800 $2.796
" 10/1/97 1,400 $2.796
" 10/2/97 11,200 $2.763
" 10/6/97 1,400 $2.875
<PAGE>
PCB on Sale 9/12/97 2,500 ` $2.982
behalf of " 10/1/97 31,800 $2.796
Cundill " 10/2/97 11,200 $2.763
Limited " 10/6/97 3,100 $2.875
PCB on Sale 9/12/97 2,500 ` $2.982
behalf of " 10/1/97 31,800 $2.796
Value " 10/2/97 11,100 $2.763
Fund " 10/6/97 3,100 $2.875
PCB on Sale 9/12/97 2,600 ` $2.982
behalf of " 10/1/97 31,800 $2.796
PCA " 10/2/97 11,200 $2.763
" 10/6/97 3,100 $2.875
PCB on Sale 9/12/97 2,500 ` $2.982
behalf of " 10/1/97 31,800 $2.796
Inter- " 10/2/97 11,200 $2.763
national " 10/6/97 3,100 $2.875
PCB on Sale 9/12/97 2,600 ` $2.982
behalf of " 10/1/97 31,800 $2.796
PCA " 10/2/97 11,200 $2.763
" 10/6/97 3,100 $2.875
</TABLE>
Item 7. Materials Filed as Exhibits.
In accordance with Rule 101(a)(2)(ii) of Regulation
S-T, the following exhibits which have been previously filed in paper format,
are not required to be restated electronically and are incorporated by reference
herein.
Exhibit 1 - Agreement dated April 1, 1987 between PCB
and PCA (previously filed with Amendment
No. 7 to this Schedule 13D filed on
July 9, 1991).
Exhibit 2 - Master Investment Counsel Agreement dated
June 1, 1995 between PCB and the Trustee
of Value Fund (Incorporated by reference
to Exhibit D to Item 7 of Amendment No. 9
to Schedule 13D filed by the Reporting
Persons on October 12, 1995 with respect
to the common stock of BRL Enterprises,
Inc.)
Exhibit 3 - Power of Attorney for Peter Cundill &
Associates (Bermuda) Ltd (Incorporated by
reference to Exhibit A to Item 7 of
Amendment No. 9 to Schedule 13D filed by
the Reporting Persons on October 12, 1995
with respect to the common stock of BRL
Enterprises, Inc.)
<PAGE>
Exhibit 4 - Power of Attorney for Peter Cundill
Holdings (Bermuda) Ltd (Incorporated by
reference to Exhibit B to Item 7 of
Amendment No. 9 to Schedule 13D filed by
the Reporting Persons on October 12, 1995
with respect to the common stock of BRL
Enterprises, Inc.)
Exhibit 5 - Power of Attorney for F. Peter Cundill
(Incorporated by reference to Exhibit C to
Item 7 of Amendment No. 9 to Schedule 13D
filed by the Reporting Persons on October
12, 1995 with respect to the common stock
of BRL Enterprises, Inc.)
Exhibit 6 - Power of Attorney for Cundill Value Fund
(Incorporated by reference to Exhibit 1 to
Item 7 of Amendment No. 6 to Schedule 13D
filed by the Reporting Persons on June 7,
1996 with respect to the common stock of
Elsinore Corporation).
<PAGE>
SIGNATURES
The undersigned certify, after reasonable inquiry and to the best
knowledge and belief of the undersigned, that the information set forth in this
Statement is true, complete and correct. The undersigned agree to the filing of
this single Statement on Schedule 13D.
PETER CUNDILL & ASSOCIATES
(BERMUDA) LTD.
Date: October 7, 1997 By: /s/Patrick W.D. Turley
----------------------
Patrick W.D. Turley
Attorney-in-Fact*
PETER CUNDILL HOLDINGS
(BERMUDA) LTD.
Date: October 7, 1997 By: /s/Patrick W.D. Turley
----------------------
Patrick W.D. Turley
Attorney-in-Fact*
F. PETER CUNDILL
Date: October 7, 1997 By: /s/Patrick W.D. Turley
----------------------
Patrick W.D. Turley
Attorney-in-Fact*
CUNDILL VALUE FUND
Date: October 7, 1997 By: /s/Patrick W.D. Turley
----------------------
Patrick W.D. Turley
Attorney-in-Fact*
*Pursuant to Power of Attorney on file with the Commission and
incorporated by reference herein.
