SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Sport-Haley Inc.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
848925103
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(CUSIP Number)
Robert T. Arnold
Meridian Fund, Ltd.
601 Jefferson, Suite 4000
Houston, Texas 77002
(713) 651-2310
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 6, 1996
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(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].
SCHEDULE 13D
CUSIP No. 848925103
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Meridian Fund, Ltd.
76-0434398
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ X ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
7 SOLE VOTING POWER
COMMON STOCK 142,000
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY COMMON STOCK 0
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH COMMON STOCK 142,000
10 SHARED DISPOSITIVE POWER
COMMON STOCK 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
COMMON STOCK 142,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
COMMON STOCK 3.3%
14 TYPE OF REPORTING PERSON
PN
Item 1. Security and Issuer.
The security to which this statement relates is the Common Stock, no
par value per share (the "Common Stock"), of Sport-Haley Inc., a Colorado
corporation (the "Company"). The principal offices of the Company are
located at 12364 West Almeda Parkway, Lakewood, Colorado 80228.
Item 2. Identity and Background.
This Schedule 13D is filed by Meridian Fund, Ltd. ("Meridian").
Meridian is a Texas limited partnership, whose principal executive offices
are located at 601 Jefferson, Suite 4000, Houston, Texas 77002. Meridian is
an investment fund whose objective is to achieve capital growth primarily
through long-term investments in the equity or equity-related securities of
a relatively small number of companies.
Pursuant to General Instruction "C" for Schedule 13D, set forth below
is certain information concerning (i) each executive officer and director
(or similar person) of Meridian, (ii) each person controlling Meridian and
(iii) each executive officer and director (or similar person) of such
controlling person.
The general partner of Meridian is Meridian Advisors, Ltd., a Texas
limited partnership whose principal executive offices are located at 601
Jefferson, Suite 4000, Houston, Texas 77002. The general partner of Meridian
Advisors, Ltd. is Meridian Group, Inc., whose principal executive offices
are located at 601 Jefferson, Suite 4000, Houston, Texas 77002.
Meridian Group, Inc. is currently owned and controlled by Charles Miller
and Robert T. Arnold. No other person controls Meridian.
Charles Miller has his principal business address at 601 Jefferson, Suite
4000, Houston, Texas 77002. His principal occupation is as Chairman of
Meridian Advisors, Ltd., which has its principal business address at 601
Jefferson, Suite 4000, Houston, Texas 77002. He is a citizen of the United
States.
Robert T. Arnold has his principal business address at 601 Jefferson,
Suite 4000, Houston, Texas 77002. His principal occupation is as President
and Chief Executive Officer of Meridian Advisors, Ltd., which has its principal
business address at 601 Jefferson, Suite 4000, Houston, Texas 77002. He is a
citizen of the United States.
The executive officers of Meridian Group, Inc. are: Charles Miller
(Chairman of the Board) and Robert T. Arnold (President, Chief Executive
Officer, Secretary and Treasurer). The directors of Meridian Group, Inc. are:
Charles Miller and Robert T. Arnold. Information concerning Mr. Miller and
Mr. Arnold is furnished above.
During the last five years, none of Meridian, Meridian Advisors, Ltd.,
Meridian Group, Inc., Mr. Miller or Mr. Arnold has been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
During the last five years, none of Meridian, Meridian Advisors, Ltd.,
Meridian Group, Inc., Mr. Miller or Mr. Arnold has been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The aggregate amount of funds required by Meridian to purchase its initial
holdings of shares of the Common Stock from the Company was $619,922. All
funds used to purchase such securities were obtained from the working capital
of Meridian and no part of the purchase price for the securities consisted of
borrowed funds.
From October 31, 1994 through November 28, 1994, Meridian used an
additional aggregate amount of $324,374 to purchase additional Common Stock of
the Company. All funds used to purchase such securities were obtained from
the working capital of Meridian and no part of the purchase price for the
securities consisted of borrowed funds.
From January 16, 1995 through June 29, 1995, Meridian used an additional
aggregate amount of $448,094 to purchase additional Common Stock of the
Company. All funds used to purchase such securities were obtained from the
working capital of Meridian and no part of the purchase price for the
securities consisted of borrowed funds.
Item 4. Purpose of Transaction.
The purpose of the purchase of the Common Stock by Meridian is for
general investment purposes.
Meridian intends to review continuously its equity position in the
Company. Depending upon future evaluations of the business prospects of the
Company and upon other developments, including, but not limited to, general
economic and business conditions and money market and stock market conditions,
Meridian may determine to increase or decrease its equity interest in
the Company by acquiring additional shares of Common Stock or by disposing of
all or a portion of its holdings of Common Stock, subject to any applicable
legal and contractual restrictions on its ability to do so.
Meridian made the following purchases of Common Stock through broker
transactions: 7/11/94: 60,000 shares, 7/13/94: 30,000 shares, 7/28/94:
1,000 shares, 8/23/94: 11,500 warrants that were subsequently converted into
11,500 shares, and 8/24/94: 9,000 shares.
Meridian made the following additional purchases of Common Stock
through broker transactions: 10/31/94: 10,000 shares, 11/16/94: 10,000
shares, 11/22/94: 12,000 shares and 11/28/94: 15,000 shares. Meridian made
the following additional purchases of Common Stock through broker
transactions: 1/16/95: 24,000 shares, 6/27/95: 10,500 shares and 6/29/95:
15,000 shares.
Sales of Common Stock through various broker transactions by Meridian
through May 6, 1996 reduced its ownership to 142,000 shares.
Except as set forth herein, Meridian does not have any plans or
proposals which would relate to or result in:
(a) The acquisition of additional securities of the Company, or the
disposition of securities of the Company;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its
subsidiaries;
(c) A sale or transfer of a material amount of assets of the Company
or of any of its subsidiaries;
(d) Any change in the present board of directors or management of the
Company, 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 the Company;
(f) Any other material change in the Company's business or corporate
structure;
(g) Changes in the Company's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the issuer by any person;
(h) Causing a class of securities of the Company 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 the Company becoming eligible
for termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934 (the "Exchange Act"); or
(j) Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
(a) - (b) At the date hereof, Meridian has the sole power to vote
and dispose of 142,000 shares of the Common Stock. The Common Stock held
by Meridian represents approximately 3.3% of the 4,276,800 shares of Common
Stock outstanding as of May 6, 1996, based on information set forth in the
Company's recent Registration Statement filed with the Securities and
Exchange Commission.
Except as described herein, Meridian does not have the sole or shared
voting power to vote or the sole or shared power to dispose of any shares
of Common Stock.
To the knowledge of the Meridian, none of the individuals named in Item
2 has the sole or shared power to vote or the sole or shared power to dispose
of any shares of Common Stock.
(c) Except as stated herein, no transactions in shares of Common Stock
were effected during the past 60 days by Meridian or, to the best of its
knowledge, any of the individuals identified in Item 2.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships With Respect to Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
None.
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 accurate.
Dated: May 15, 1996
Meridian Fund, Ltd.
By Meridian Advisors, Ltd., its General Partner
By Meridian Group, Inc., its General Partner
By:/s/ Robert T. Arnold
Name: Robert T. Arnold
Title: President and Chief Executive Officer
