SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 19)
EVANS, INC.
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(Name of Issuer)
Common Stock, $.20 par value
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(Title of Class of Securities)
299155 10 1
(CUSIP Number)
Jeffrey L. Steele, Esq., 1775 Eye Street, N.W. Washington, D.C. 20006 (202)
261-3314
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
May 8, 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 [ ].
Check the following box if a fee is being paid with the statement [ ]. (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 12 Pages
<PAGE>
SCHEDULE 13D
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CUSIP No. 299155 10 1 Page 2 of 12 Pages
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- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Peter Cundill & Associates (Bermuda) Ltd.
N/A
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- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
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- --------------------------------------------------------------------------------
SEC USE ONLY
3
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- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
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- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [ ]
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- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
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- --------------------------------------------------------------------------------
7
SOLE VOTING POWER
NUMBER OF 133,400
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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8
SHARED VOTING POWER
383,854
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9
SOLE DISPOSITIVE POWER
383,854
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10
SHARED DISPOSITIVE POWER
294,957
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
678,811
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
-----------------------------------------------------------------------
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.60%
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- --------------------------------------------------------------------------------
14
TYPE OF REPORTING PERSON
CO, IA (Canadian)
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- --------------------------------------------------------------------------------
1
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Peter Cundill Holdings (Bermuda) Ltd.
N/A
- --------------------------------------------------------------------------------
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3
SEC USE ONLY
- --------------------------------------------------------------------------------
4
SOURCE OF FUNDS
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
SHARES 7 SOLE VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH
REPORTING
PERSON
WITH
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8
SHARED VOTING POWER
517,254
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9 SOLE DISPOSITIVE POWER
0
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10 SHARED DISPOSITIVE POWER
678,811
- --------------------------------------------------------------------------------
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
678,811
- --------------------------------------------------------------------------------
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.60%
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14
TYPE OF REPORTING PERSON
HC
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
F. Peter Cundill
N/A
- --------------------------------------------------------------------------------
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3
SEC USE ONLY
- --------------------------------------------------------------------------------
4
SOURCE OF FUNDS
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
Canada
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 111,900
OWNED BY
EACH
REPORTING
PERSON
WITH
----------------------------------------------------------------
8 SHARED VOTING POWER
517,254
----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
0
----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
678,811
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
678,811
- --------------------------------------------------------------------------------
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.60%
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14
TYPE OF REPORTING PERSON
IN
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Cundill Value Fund
N/A
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2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3
SEC USE ONLY
- --------------------------------------------------------------------------------
4
SOURCE OF FUNDS
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
Canada
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NUMBER OF 7
SHARES SOLE VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH
REPORTING
PERSON
WITH
----------------------------------------------------------------
8 SHARED VOTING POWER
383,854
----------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
0
----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
383,854
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
383,854
- --------------------------------------------------------------------------------
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.69%
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14
TYPE OF REPORTING PERSON
OO
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<PAGE>
This Amendment No. 19 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,
Amendment No. 16 filed on September 9, 1997, Amendment No. 17 filed on
October 7, 1997 and Amendment No. 18 filed on April 17, 1998, 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 49,657 Shares in
the open market for an aggregate consideration (exclusive of brokers'
commissions) of $99,314.00. 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 mutual
fund trust governed by the laws of British Columbia ("Value Fund"), PCB
purchased a total of 383,854 Shares in open market transactions for an
aggregate consideration (exclusive of brokers' commissions) of
$1,710,481.76. To the 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 133,400 Shares in open market transactions for an
aggregate consideration (exclusive of brokers' commissions) of
$202,388.03. 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 111,900 Shares in open market transactions, for
an aggregate consideration (exclusive of brokers' commissions) of
$220,217.26. 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 or Cundill Limited
beneficially own 5% or more of the Shares. Due to the investment
management services provided by PCB to PCA, Value Fund, International and
Cundill Limited, PCB could be deemed a beneficial owner of all Shares
purchased in the transactions described in subitems (1), (2), (3) and (4)
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:
Shares Deemed to be Nature of Percentage
Beneficially Owned By: Ownership of Class
(A) PCB:
49,657 Shared Dispositive Power
Only (1) 0.99%
383,854 Shared Voting and Sole
Dispositive Power (2) 7.69%
133,400 Sole Voting and Shared
Dispositive Power (3) 2.67%
Shared Dispositive
111,900 Power Only (4) 2.24%
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678,811 13.60%
======= ======
(B) Holdings:
49,657 Shared Dispositive Power
Only (5) 0.99%
383,854 Shared Voting and Sole
Dispositive Power (6) 7.69%
133,400 Shared Voting and Shared
Dispositive Power (7) 2.67%
Shared Dispositive
111,900 Power Only (8) 2.24%
------- -----
678,811 13.60%
======= ======
(C) Cundill:
49,657 Shared Dispositive Power
Only (9) 0.99%
383,854 Shared Voting and Shared
Dispositive Power (10) 7.69%
133,400 Shared Voting and Shared
Dispositive Power (11) 2.67%
Sole Voting and Shared
111,900 Dispositive Power (12) 2.24%
------- -----
678,811 13.60%
======= ======
(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 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.
(3) 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.
(4) 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 and has shared dispositive power over such
Shares. The economic interest in such Shares is held by the limited
partners of Cundill Limited.
(5) 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.
(6) 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.
(7) 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.
(8) 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.
(9) 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.
(10) 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.
(11) 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.
(12) 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.
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 since April 17, 1998 (the date
Amendment No. 18 was filed by the Reporting Persons), except the following
transactions, each of which was made in a broker's transaction in the open
market.
Reporting Sale/ No. of Price
Person Purchase Date Shares Share
- ------ -------- ---- ------ -----
PCB on Sale 5/8/98 25,000 $0.875
behalf of PCA
PCB on Sale 5/8/98 19,500 $0.875
behalf of
Cundill
Limited
PCB on Sale 5/8/98 5,500 $0.875
behalf of
Cundill
Capital
PCB on Sale 5/8/98 25,000 $0.875
behalf of
Value Fund
PCB on Sale 5/8/98 25,000 $0.875
behalf of
International
Item 7. Materials Filed as Exhibits.
In accordance with Rule 101(a)(2)(ii) of Regulation ST, 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 July9, 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.)
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: May 14, 1998 By: /s/Patrick W.D.Turley
---------------
Patrick W.D. Turley
Attorney-in-Fact*
PETER CUNDILL HOLDINGS
(BERMUDA) LTD.
Date: May 14, 1998 By: /s/Patrick W.D. Turley
---------------
Patrick W.D. Turley
Attorney-in-Fact*
F. PETER CUNDILL
Date: May 14, 1998 By: /s/Patrick W.D. Turley
---------------
Patrick W.D. Turley
Attorney-in-Fact*
CUNDILL VALUE FUND
Date: May 14, 1998 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.
