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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 3 TO 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)
JANUARY 10, 1997
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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 [ ] (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.)
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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: 1,201,002
BENEFICIALLY OWNED ------------------------------------------------------
BY EACH REPORTING 8 SHARED VOTING POWER:
PERSON WITH* ------------------------------------------------------
9 SOLE DISPOSITIVE: 1,201,002
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10 SHARED DISPOSITIVE POWER:
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,201,002
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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)
8.05%
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14 TYPE OF REPORTING PERSON
IN
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Introduction.
This Amendment No.3 to Schedule 13D ("Amendment No.3 to Schedule 13D")
supplements the Schedule 13D, dated December 23, 1996, originally filed by the
Reporting Person (defined below) with respect to the Reporting Person's
acquisition of the Common Stock of Issuer (the "Original Schedule 13D") and the
Amendment No. 1 to Schedule 13D, dated December 27, 1996 (the "Amendment No.1 to
Schedule 13D") and the Amendment No. 2 to Schedule 13D dated January 3, 1997
(the "Amendment No. 2 to Schedule 13D"). The Original Schedule 13D related to
the Reporting Person's acquisition of 765,500 shares of Common Stock of the
Issuer. Amendment No.1 to Schedule 13D related to the acquisition by the
Reporting Person of an additional 147,000 shares of Common Stock of the Issuer.
Amendment No.2 to Schedule 13D related to the acquisition by the Reporting
Person of an additional 143,500 shares of Common Stock of the Issuer. This
Amendment No. 3 to Schedule 13D relates to the acquisition by the Reporting
Person of an additional 145,002 shares of Common Stock of the Issuer since the
date of the event which required the filing of the Amendment No.2 to Schedule
13D.
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 Amendment No. 3 to 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 145,002 shares of Common Stock of the Issuer were purchased by the
Reporting Person for an aggregate consideration (including brokerage
commissions) of approximately US$994,298.85. Such purchases of shares of Common
Stock were made from January 6, 1997
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through January 10, 1997 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 Commmon Stock of the Issuer
purchased by the Reporting Person. The amount of funds borrowed through the
margin account equaled US$930,682 as at January 10, 1997. 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 as Exhibit 1 to the Original Schedule 13D.
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
Amendment No.1 to 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 1,201,002 shares
(approximately 8.05%) 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 1,201,002 shares of the Common Stock of the Issuer.
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Since the filing of the Amendment No.2 to Schedule 13D, 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>
1/6/96 Common Stock Purchase 4,000 US$ 6.9250
1/6/96 Common Stock Purchase 18,000 7.0500
1/7/97 Common Stock Purchase* 8,000 7.0500
1/7/97 Common Stock Purchase* 17,002 7.1750
1/8/96 Common Stock Purchase 22,000 6.9250
1/8/96 Common Stock Purchase 16,000 7.0500
1/9/96 Common Stock Purchase 10,000 6.9250
1/10/97 Common Stock Purchase 4,000 6.1750
1/10/97 Common Stock Purchase 10,000 6.3000
1/10/97 Common Stock Purchase 6,000 6.4250
1/10/96 Common Stock Purchase 4,500 6.5500
1/10/96 Common Stock Purchase 8,000 6.6750
1/10/96 Common Stock Purchase 900 6.7375
1/10/96 Common Stock Purchase 600 6.784375
1/10/96 Common Stock Purchase 3,500 6.8000
1/10/96 Common Stock Purchase* 5,500 6.8000
1/10/96 Common Stock Purchase* 5,500 6.6125
1/10/96 Common Stock Purchase* 1,500 6.58125
</TABLE>
* The purchases marked with an asterisk were inadvertently made through the
account of a company with which Mr. Yasa is affiliated and which has a brokerage
account with the Broker. The shares of Common Stock of the Issuer which were
purchased by such company in these transactions were transferred to Mr. Yasa's
personal account with the Broker on January 15, 1997.
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 of 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.
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Item 7. Materials to be Filed as Exhibits
None: See Original Schedule 13D
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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: 15 January, 1997
/s/ ANDYLA YASA
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Name: ANDYLA YASA
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