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SCHEDULE 13D
Under the Securities Exchange Act of 1934
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Securities and Exchange Commission
Washington, D.C. 20549
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PLAY BY PLAY TOYS AND NOVELTIES, INC.
(Name of Issuer)
Common 72811K103
(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)
July 3, 1997
(Date of Event which Requires Filing of this Statement)
1. Names of Reporting Person S.S. or I.R.S. Identification No.:
(a) Renaissance Capital Growth & Income Fund III, Inc. 75-2533518
(b) Renaissance U.S. Growth & Income Trust PLC
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2. Check the Appropriate Box if a Member of a Group:
(a) X
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(b) N/A
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3. SEC Use Only:
4. Source of Funds: PF
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5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e): N/A
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6. Citizenship or Place of Organization: (a) Texas
(b) England
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Number of Shares Beneficially Owned by Each Reporting Person With:
(7) Sole voting Power: (a) 147,059 shares
(b) 147,059 shares
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(8) Shared Voting Power: 0
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(9) Sole Dispositive Power: (a) 147,059 shares
(b) 147,059 shares
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(10) Shared Dispositive Power: 0
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11. Aggregate Amount Beneficially Owned be Each Reporting Person:
(a) 147,059 shares
(b) 147,059 shares
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares: N/A
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13. Percent of Class Represented by Amount in Row (11): (a) 2.55%
(b) 2.55%
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14. Type of Reporting Person: IA
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SCHEDULE 13D
Filed Pursuant to Rule 13D-1
ITEM 1. SECURITY AND ISSUER
$2,500,000 8.0% Convertible Debenture from Play by Play Toys and
Novelties, Inc. as Borrower, and Renaissance Capital Growth &
Income Fund III, Inc. dated July 3, 1997
$2,500,000 8.0% Convertible Debenture from Play by Play Toys and
Novelties, Inc. as Borrower, and Renaissance U.S. Growth & Income
Trust, PLC dated July 3, 1997
Play by Play Toys and Novelties, Inc. Company
4400 Tejasco
San Antonio, Texas 78218-0267
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 U.S. Growth & Income
Trust, PLC Filer
8080 N. Central Expressway, Suite 210
Dallas, Texas 75206
Renaissance Capital Group, Inc. Investment
8080 N. Central Expressway, Suite 210 Advisor to the
Dallas, Texas 75206 Filers
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.
Renaissance U.S. Growth & Income Trust, PLC is a public limited
company organized under the laws of England and Wales and traded
on the London Stock Exchange.
Renaissance Capital Group is the Investment Advisor to the
Filers. Its address is 8080 N. Central Expressway, Suite 210
LB 59, Dallas, TX 75206. 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
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Robert C. Pearson, Senior 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 Filers' source of funds for this transaction came exclusively
from the Filers' 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. The purpose of the acquisition
of these securities for Renaissance U.S. Growth & Income Trust, PLC
was as an investment in accordance with its investment strategy of
investing in smaller United States public companies.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
On July 3, 1997, the Company and Filers entered into a Convertible
Debenture Loan Agreements pursuant to which the Company issued to
each of the Filers a $2,500,000 Convertible Debenture with an 8.0%
interest rate. The Debentures mature on June 30, 2004. The
Debentures are convertible at any time at the option of the holder
at $17.00 per share, subject to adjustment, including a one-time
adjustment to conversion price.
The Debentures are subject to redemption in certain events by the
Filers and at the option of the Company. The Filers do not have
the right to vote or to dispose of the Common Stock underlying the
Debentures, unless they convert the Debentures. The Filers did not
effect any transactions in the securities of the Company prior to
the purchase of the Debentures.
ITEM 6. CONTRACTS, ARRANGEMENTS, OR UNDERSTANDINGS WITH RESPECT TO SECURITIES
OF THE ISSUER
The Company and the Filers entered into a Convertible Loan
Agreement on July 3, 1997. This agreement contains typical default
and other provisions.
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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: July 3, 1997
Renaissance Capital Growth & Income Fund III, Inc.
By: /s/ Vance M. Arnold
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Vance M. Arnold
Executive Vice President
Renaisssance Capital Group, Inc.
Investment Advisor
Renaissance U.S. Growth & Income Trust PLC
By: /s/ Vance M. Arnold
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Vance M. Arnold
Executive Vice President
Renaissance Capital Group, Inc.
Investment Advisor
