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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
YES! ENTERTAINMENT CORP.
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(Name of Issuer)
COMMON STOCK, NO PAR VALUE
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(Title of Class of Securities)
985834100
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(CUSIP Number)
Mr. Andyla Yasa
c/o P.T. Amanda Granitkusuma
Chase Plaza Tower, 4th Floor, Jln. Jend. Sudirman Kav.21
Jakarta 12910 Indonesia
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(Name, Address and Telephone Number of person
Authorized to Receive Notices and Communications)
DECEMBER 17, 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] (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 less than five percent of such class.
See rule 13d-7) Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter disclosure
provided in a prior cover page.
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 provision of the Act (however, see the Notes.)
Page 1 of 8
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SCHEDULE 13D
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1 NAME OF REPORTING PERSONS, S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE
PERSONS
MR. ANDYLA YASA
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)
[ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
INDONESIAN
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NUMBER OF SHARES 7 SOLE VOTING POWER: 765,500
BENEFICIALLY OWNED -----------------------------------------
BY EACH REPORTING 8 SHARED VOTING POWER:
PERSON WITH* -----------------------------------------
9 SOLE DISPOSITIVE: 765,500
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10 SHARED DISPOSITIVE POWER:
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
765,500
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.10%
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14 TYPE OF REPORTING PERSON
IN
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Item 1. Security and Issuer
This statement relates to shares of Common Stock of Yes! Entertainment
Corp. (the "Issuer"). The principal offices of the Issuer are located at 3875
Hopyard Road, Pleasanton, California, 94588.
Item 2. Identity and Background
This statement on Schedule 13D is filed by Mr. Andyla Yasa (the
"Reporting Person"). The Reporting Person's business address is c/o P.T. Amanda
Granitkusuma, Chase Plaza Tower, 4th Floor, Jln. Jend. Sudirman, Kav. 21,
Jakarta 12910, Indonesia. The Reporting Person's principal occupation is as
chairman of P.T. Amanda Granitkusuma, whose principal address is set forth
above. P.T. Amanda Granitkusuma's principal business activity is the operation
of a granite quarry and the extraction and processing of granite therefrom.
During the last five years, the Reporting Person has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) nor
has he 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 judgement, 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 765,500 shares of Common Stock of the Issuer were purchased by the
Reporting Person for an aggregate consideration (including brokerage
commissions) of approximately US$9,755,022.50. Such purchase of shares of Common
Stock were made over the course of the previous seven (7) months in conventional
brokerage transactions on NASDAQ. The Reporting Person acquired such shares of
the Common Stock of the Issuer by using his personal funds and borrowings from
his margin account with his broker, Prudential Securities Incorporated (the
"Broker"). Funds obtained by the Reporting Person through the margin account
have not at any time exceeded sixty percent (60%) of the value of the shares of
Common Stock of the Issuer purchased by the Reporting Person. The amount of
funds borrowed through the margin account equaled US$4,235,316.10 as at December
17, 1996; however, a payment of US$1,364,931.10 was made by the Reporting Person
to the Broker on December 19, 1996, reducing such borrowing to US$2,870,38 as at
such date. All of the shares of Common Stock of the Issuer held by the Reporting
Person are held in his margin account with the Broker and are pledged as
collateral to the Broker for the repayment of margin loans made to the Reporting
Person by the Broker. A copy of the margin account agreement between the Broker
and the Reporting Person is attached hereto as Exhibit 1 and incorporated herein
by reference.
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Item 4. Purpose of Transaction
The Reporting Person has acquired his shares of the Common Stock of the
Issuer (the "Securities") for investment purposes. The Reporting Person may
consider making additional purchases of shares of the Common Stock of the Issuer
in open-market or private transactions, the extent of which purchases would
depend upon prevailing market or other conditions. Alternatively, the Reporting
Person may sell all or a portion of his shares of Common Stock of the Issuer in
open-market or private transactions, depending upon prevailing market conditions
or other factors.
Except as otherwise indicated above, the Reporting Person does not have
any plans or proposals which relate to or would result in any of the events,
actions or conditions specified in paragraphs (a) through (j) of the
instructions to Item 4 or any similar action or effect. Nothing in this
statement on Schedule 13D shall be deemed to preclude the Reporting Person from
developing or implementing any such plan or proposal in the future.
Item 5. Interest in Securities of the Issuer
The Reporting Person has direct beneficial ownership of 765,500 shares
(approximately 5.1%) of the Common Stock of the Issuer. The Reporting Person has
the sole power to vote or to direct the vote and to dispose or direct the
disposition of such 765,500 shares of the Common Stock of the Issuer.
During the past sixty (60) days from the date of this filing, the
following transactions were effected in the Common Stock of the Issuer by the
Reporting Person:
<TABLE>
<CAPTION>
Nature Number Price (US$)
Of Of (Including
Date Security Transaction Shares Commission)
- ---- -------- ----------- ------ -----------
<S> <C> <C> <C> <C>
10/24/96 Common Stock Purchase 5,000 US$13.75
10/24/96 Common Stock Purchase 25,000 13.875
10/25/96 Common Stock Sale 30,000 14.625
10/28/96 Common Stock Sale 2,500 14.75
11/08/96 Common Stock Purchase 5,000 10.875
11/08/96 Common Stock Purchase 45,000 11.00
11/13/96 Common Stock Sale 50,000 11.93
11/14/96 Common Stock Sale 10,000 11.625
11/15/96 Common Stock Purchase 50,000 11.00
11/25/96 Common Stock Sale 7,500 9.875
12/03/96 Common Stock Sale 4,000 10.00
12/04/96 Common Stock Sale 3,000 10.00
12/05/96 Common Stock Sale 10,000 10.00
12/16/96 Common Stock Purchase 35,000 7.0625
</TABLE>
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<TABLE>
<S> <C> <C> <C> <C>
12/17/96 Common Stock Purchase 35,000 7.4375
12/17/96 Common Stock Purchase 33,500 7.375
</TABLE>
All of the above transactions were executed in conventional brokerage
transactions on the NASDAQ.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities Fund the Issuer
There are no contracts, arrangements, understanding or relationships
(legal or otherwise) between the Reporting Person and any other person with
respect to any securities of the Issuer, including but not limited to transfer
or voting of any of the Securities, finder's fees, joint ventures, loan or
option arrangements, puts or calls, guarantees of profits, division of profits
or losses, or the giving or withholding of proxies.
Item 7. Materials to be filed as Exhibits
Exhibit 1. Margin Account Agreement between Reporting Person and
Broker.
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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 correct.
Dated : December 23, 1996
/S/ ANDYLA YASA
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Name: ANDYLA YASA
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EXHIBIT 1
Margin Account Agreement Between Reporting Person and Prudential
Securities Incorporated.
Page 7 of 8
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| BRANCH | ACCOUNT NO. | FA | DOC. ID |
| | | | |
| |R|W | 0|5|2|8|7|3 | 1|5 | 70 |
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CLIENT OPENING
ACCOUNT AGREEMENT
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To: Prudential Securities Incorporated and its affiliates
In consideration of your opening one or more accounts in the name(s) of the
undersigned singly, jointly with others or otherwise, now or in the future, the
undersigned agrees to the following:
1. I am of full age and represent that, unless I give you written notice to the
contrary, I am not and will not be an employee of any exchange or a member firm
of any exchange or the NASD, and that no one other than the undersigned who has
such affiliation has or will have a direct or indirect interest in any accounts
of the undersigned.
2. I agree to conduct my account in accordance with all applicable laws or
regulations as well as the rules and practices of any market or clearing house
through which my trades may be executed or processed.
3. You may require me to prepay for any order. I agree to pay for all
transactions no later than settlement date. You shall have a general lien on all
properties I may have on deposit with you either singly or jointly with another
or otherwise and may, without notice to me or my successors, at your discretion,
liquidate or transfer any such property in order to satisfy any indebtedness I
may have to you or to relieve you of any risk of a deficit existing in any of my
accounts. I shall be liable for any remaining deficiency in any of my accounts.
You may conduct all transactions for me in accordance with the customs and
usages of securities firms and of the various exchanges.
4. I will advise you if any of my sell orders are for securities which I do not
own at the time of the order.
5. You may, at your discretion, decline to accept any orders or deliver out my
account or require that I transfer my account from your firm. I understand that
if I do not promptly transfer my account upon your demand, you reserve the right
to liquidate positions in my account at your discretion.
6. Unless otherwise agreed in writing, I agree to pay commissions, charges,
interest and fees at your prevailing rates which may be changed from time to
time without notice to me, and to pay your reasonable attorneys' fees and
interest at the highest lawful rate in the event you must take legal action to
collect any amounts due from me to you.
7. Confirmation of transactions and statements for my accounts shall be binding
upon me if I do not object in writing within ten days after mailing to me. I
agree to promptly notify you by a writing addressed to the Branch Manager of the
branch in which my account is maintained of any item I believe to be an error or
omission in any confirmation or statement. I will so notify the Branch Manager
even if an employee of the firm has promised to correct any such error.
Communications mailed, wired, or telegraphed to me at the address specified by
me shall, until you have received notice in writing from me of a different
address, be deemed to have been personally delivered to me and I agree to waive
all claims resulting from failure to receive such communications.
8. If any provision or condition of this agreement shall be held to be invalid
or unenforceable by any court, regulatory or self-regulatory agency or body,
such invalidity or unenforceability shall attach only to such provision or
condition. Your failure to insist at any time upon strict compliance with this
agreement or with any of its terms or any continued course of such conduct on
your part shall not constitute or be considered a waiver by you of any of your
rights.
9. This agreement shall inure to the benefit of your successors and assigns,
shall be binding on me, my representatives, attorneys-in-fact, executors,
administrators and assigns, and beneficial owners and shall be governed by the
laws of the State of New York. In the event of my death, any order which I had
given you shall be binding on my estate representative until you receive actual
notice thereof.
10. Prudential Securities Incorporated client accounts are protected by SIPC and
Prudential Securities' excess SIPC coverage. FDIC rules require that clients be
informed that Prudential Securities is not a bank and that securities offered
through Prudential Securities are not backed or guaranteed by any bank or
insured by the FDIC unless otherwise expressly indicated.
11. * Arbitration is final and binding on the parties.
* The parties are waiving their right to seek remedies in court, including
the right to jury trial.
* Pre-arbitration discovery is generally more limited than and different
from court proceedings.
* The arbitrators' award is not required to include factual findings or
legal reasoning and any party's right to appeal or to seek modification of
rulings by the arbitrators is strictly limited.
* The panel of arbitrators will typically include a minority of arbitrators
who were or are affiliated with the securities industry.
The undersigned agrees, and by carrying an account for the undersigned you
agree, all controversies which may arise between us concerning any transaction
or the construction, performance or breach of this or any other agreement
between us, whether entered into prior, on or subsequent to the date hereof,
shall be determined by arbitration.
This contract shall be governed by the laws of the State of New York, and shall
inure to the benefit of your successors and assigns, and shall be binding on
the undersigned, my heirs, executors, representatives, attorneys-in-fact,
administrators and assigns. Any controversy arising out of or relating to my
account, to transactions with or for me or to this Agreement or the breach
thereof, and whether executed or to be executed within or outside of the United
States, shall be settled by arbitration before either the New York Stock
Exchange, Inc. or the National Association of Securities Dealers, Inc. or any
other self-regulatory organization of which Prudential Securities Incorporated
is a member, as I may elect and under the then existing arbitration procedures
of the forum I have elected. If I do not make such election by registered mail
addressed to you at your main office within five (5) days after demand by you
that I make such election, then you may make such election. Notice preliminary
to, in conjunction with, or incident to such arbitration proceeding, may be sent
to me by mail and personal service is hereby waived. Judgment upon any award
rendered by the arbitrators may be entered in any court having jurisdiction
thereof, without notice to me. No person shall bring a putative or certified
class action to arbitration, nor seek to enforce any pre-dispute arbitration
agreement against any person who has initiated in court a putative class action;
or who is a member of a putative class who has not opted out of the class with
respect to any claims encompassed by the putative class action until: (i) the
class certification is denied; or (ii) the class is decertified; or (iii) the
customer is excluded from the class by the court. Such forbearance to enforce an
agreement to arbitrate shall not constitute a waiver of any rights under this
agreement except to the extent stated herein.
By signing this agreement, the client acknowledges that he/she has received a
copy of this agreement.
This agreement contains a pre-dispute arbitration clause at page 1 at paragraph
11.
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<S> <C>
1/31/96 /s/ ANDLYA YASA
ANDLYA YASA
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Date Client Signature (Please Sign and Print)
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Date Client Signature (If Joint Account) (Please Sign and Print)
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[LOGO]
Prudential Securities Incorporated, One Seaport Plaza, New York, N.Y. 10292
Form 5372 (Rev. 12-94) BRANCH COPY Prudential Securities Incorporated is a
subsidiary of The Prudential Insurance Company of America, Newark, New Jersey
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