<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)
SWISS ARMY BRANDS, INC.
-----------------------
(Name of Issuer)
Common Stock, $.10 Par Value
----------------------------
(Title of Class of Securities)
870827102
---------
(CUSIP Number)
Charles B. Friedman, Esq.
Morrison & Foerster LLP
1290 Avenue of the Americas
New York, New York 10105
(212) 468-8000
---------------
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
April 16, 1999
--------------
(Dates of Events 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.
[ ]
Page 1 of 7
<PAGE>
- ------------------------------- -----------------------------
CUSIP NO. 870827102 13D Page 2 of 7
- ------------------------------- -----------------------------
- -------------------------------------------------------------------------------
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Victorinox AG
- -------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
- -------------------------------------------------------------------------------
3 SEC USE ONLY
- -------------------------------------------------------------------------------
SOURCE OF FUNDS
4
WC
- -------------------------------------------------------------------------------
5 CHECK BOX OF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ]
- -------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Switzerland
- -------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES ------------------------------------------
BENEFICIALLY SHARED VOTING POWER
OWNED BY 8
EACH 2,870,200
REPORTING ------------------------------------------
PERSON WITH 9 SOLE DISPOSITIVE POWER
-------------------------------------------
SHARED DISPOSITIVE POWER
10
2,870,200
- -------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
2,870,200
- -------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
- -------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
36.6%
- -------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
CO
- -------------------------------------------------------------------------------
<PAGE>
- ------------------------------- -----------------------------
CUSIP NO. 870827102 13D Page 3 of 7
- ------------------------------- -----------------------------
- -------------------------------------------------------------------------------
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Charles Elsener, Sr.
- -------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
- -------------------------------------------------------------------------------
3 SEC USE ONLY
- -------------------------------------------------------------------------------
SOURCE OF FUNDS
4
N/A
- -------------------------------------------------------------------------------
5 CHECK BOX OF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
- -------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Switzerland
- -------------------------------------------------------------------------------
7 SOLE VOTING POWER
------------------------------------------
NUMBER OF SHARED VOTING POWER
SHARES 8
BENEFICIALLY 2,870,200
OWNED BY ------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING ------------------------------------------
PERSON WITH SHARED DISPOSITIVE POWER
10
2,870,200
- -------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
2,870,200
- -------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
- -------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
36.6%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
IN
- -------------------------------------------------------------------------------
<PAGE>
AMENDMENT NO. 7 TO SCHEDULE 13D
Victorinox AG, a Swiss corporation ("Victorinox"), and Charles Elsener,
Sr., a citizen of Switzerland ("Mr. Elsener"; and together with Victorinox, the
"Reporting Persons"), hereby amend the Statement on Schedule 13D dated April 6,
1995, as amended by Amendment No. 1 dated April 11, 1995, Amendment No. 2 dated
June 26, 1996, Amendment No. 3 dated November 2, 1996, Amendment No. 4 dated
November 17, 1997, Amendment No. 5 dated December 30, 1997 and Amendment No. 6
dated November 5, 1998 ("Amendment No. 6"), filed by the Reporting Persons with
respect to the Common Stock, par value $.10 per share ("Common Stock"), of Swiss
Army Brands, Inc., a Delaware corporation ("Swiss Army"), formerly known as The
Forschner Group, Inc.
The purpose of this Amendment is (i) to correct the percentage of the
class represented by the 2,133,500 shares of Common Stock reported in Amendment
No. 6 as beneficially owned by Victorinox and Charles Elsener, Sr., as of
November 5, 1998, which percentage was approximately 26.1% (and not 24.1%, as
reported on Amendment No. 6) and (ii) to report that Victorinox has purchased a
total of 727,200 shares of Swiss Army Common Stock in both open market and
private transactions.
Each of Victorinox and Mr. Elsener is responsible for the completeness
and accuracy of only that information concerning each of Victorinox and Mr.
Elsener, respectively, contained herein, or in any subsequent amendment and is
not responsible for the completeness or accuracy of any information concerning
the other party. Neither Victorinox nor Mr. Elsener knows or has reason to
believe that any information concerning the other party contained herein is
inaccurate and the execution of any subsequent amendment by each party shall
constitute a representation by such party that it neither knows nor has reason
to believe that any information concerning the other party contained in such
amendment is inaccurate at the time of such execution.
Item 3. Source and Amount of Funds or Other Consideration.
Victorinox purchased an aggregate of 727,200 shares of Common Stock of
Swiss Army (the "Additional Shares") in both open market and private
transactions from December 9, 1998
4
<PAGE>
through April 16, 1999 for an aggregate purchase price of $5,898,975 paid in
cash from Victorinox's working capital.
Item 4. Purpose of Transaction.
Victorinox acquired the Additional Shares for investment purposes.
Although neither Victorinox nor Mr. Elsener has formulated any definite
plans or proposals with respect to their investment in Swiss Army, they may
consider the acquisition of additional shares of Common Stock or the disposition
of some or all of the shares of Common Stock held or to be held by them,
depending on market conditions and other circumstances. Except as set forth
above, neither Victorinox nor Mr. Elsener has any plans or proposals which
relate to or would result in any of the following:
(a) The acquisition by any person of additional securities of Swiss
Army, or the disposition of securities of Swiss Army;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving Swiss Army or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of Swiss Army or
any of its subsidiaries;
(d) Any change in the present board of directors or management of
Swiss Army, including any plans or proposals to change the number or term
of directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend
policy of Swiss Army;
(f) Any other material change in Swiss Army's business or corporate
structure;
(g) Changes in Swiss Army's charter, by-laws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of Swiss Army by any person;
5
<PAGE>
(h) Causing a class of securities of Swiss Army to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) A class of equity securities of Swiss Army becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934, as amended; or
(j) Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
(a) Victorinox is the beneficial owner of an aggregate of 2,870,200
shares of Common Stock, constituting approximately 36.6% of the issued and
outstanding shares of Common Stock as of the date hereof. As the controlling
stockholder of Victorinox, Mr. Elsener may be deemed to be the beneficial owner
of the shares of Common Stock held by Victorinox and thus may be deemed to be
the beneficial owner of 2,870,200 shares of Common Stock, constituting
approximately 36.6% of the issued and outstanding shares of Common Stock as of
the date hereof.
(b) Victorinox and Mr. Elsener share with each other the power to
vote or direct the vote and to dispose or direct disposition of 2,870,200 shares
of Common Stock held by Victorinox.
(c) Except for the purchases by Victorinox described below, there
were no transactions in Common Stock effected by the persons named in response
to Paragraph (a) of this Item 5 during the sixty day period prior to the date of
the event which requires the filing of this statement.
<TABLE>
<CAPTION>
Date Type of Purchase No. Shares Price Per Share
---- ---------------- ---------- ----------------
<S> <C> <C> <C>
April 1, 1999 Open Market 7,000 9.1875
April 16, 1999 Private Transaction 700,000 8.0000
</TABLE>
6
<PAGE>
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned hereby certifies that the information set forth in
this statement is true, complete and correct.
Dated: May 21, 1999
VICTORINOX AG
By: /s/ Charles Elsener, Jr.
---------------------------------
Charles Elsener
/s/ Charles Elsener, Sr.
---------------------------------
Charles Elsener, Sr.
7
