- Amended Statement of Ownership (SC 13G/A)
13 February 2010 - 4:46AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
4Kids Entertainment, Inc.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
350865101
(CUSIP Number)
December 31, 2009
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
þ
Rule 13d-1(b)
o
Rule 13d-1(c)
o
Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in 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 provisions of the Act (however, see the Notes).
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1
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NAMES OF REPORTING PERSONS
Prescott Group Capital Management, L.L.C.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
o
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(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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State of Oklahoma
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5
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SOLE VOTING POWER
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NUMBER OF
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2,414,209
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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2,414,209
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WITH:
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,414,209
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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18.1%**
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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** SEE ITEM 4(b).
2
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1
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NAMES OF REPORTING PERSONS
Prescott Group Aggressive Small Cap, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
o
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(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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State of Oklahoma
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5
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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2,414,209
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH:
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8
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SHARED DISPOSITIVE POWER
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2,414,209
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|
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2,414,209
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|
|
|
10
|
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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18.1%**
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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** SEE ITEM 4(b).
3
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1
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NAMES OF REPORTING PERSONS
Prescott Group Aggressive Small Cap II, L.P.
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2
|
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
o
|
|
(b)
o
|
|
|
|
3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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State of Oklahoma
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5
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SOLE VOTING POWER
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NUMBER OF
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0
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|
|
|
SHARES
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6
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
|
|
OWNED BY
|
|
2,414,209
|
|
|
|
|
EACH
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7
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
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PERSON
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0
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WITH:
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8
|
|
SHARED DISPOSITIVE POWER
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|
|
|
|
|
2,414,209
|
|
|
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
2,414,209
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
o
|
|
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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18.1%**
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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** SEE ITEM 4(b).
4
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1
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NAMES OF REPORTING PERSONS
Phil Frohlich
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
o
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(b)
o
|
|
|
|
3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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U.S. Citizen
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5
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SOLE VOTING POWER
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NUMBER OF
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2,414,209
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|
|
|
|
SHARES
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6
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
|
|
OWNED BY
|
|
0
|
|
|
|
|
EACH
|
7
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
|
|
PERSON
|
|
2,414,209
|
|
|
|
|
WITH:
|
8
|
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
2,414,209
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
o
|
|
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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18.1%**
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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** SEE ITEM 4(b).
5
SCHEDULE 13G/A
This Amendment No. 1 (this Amendment) to the Schedule 13G filed on January 6, 2009 (the
Schedule 13G) is being filed on behalf of Prescott Group Capital Management, L.L.C., an Oklahoma
limited liability company (Prescott Capital), Prescott Group Aggressive Small Cap, L.P., an
Oklahoma limited partnership (Prescott Small Cap), Prescott Group Aggressive Small Cap II, L.P.,
an Oklahoma limited partnership (Prescott Small Cap II and, together with Prescott Small Cap, the
Small Cap Funds) and Mr. Phil Frohlich, the principal of Prescott Capital, relating to shares of
Common Stock, $0.01 par value (the Common Stock), of 4Kids Entertainment, Inc., a New York
corporation (the Issuer).
This Amendment relates to shares of Common Stock of the Issuer purchased by the Small Cap
Funds through the account of Prescott Group Aggressive Small Cap Master Fund, G.P., an Oklahoma
general partnership (Prescott Master Fund), of which the Small Cap Funds are general partners.
Prescott Capital serves as the general partner of the Small Cap Funds and may direct the Small Cap
Funds, the general partners of Prescott Master Fund, to direct the vote and disposition of the
2,414,209 shares of Common Stock held by the Master Fund. As the principal of Prescott Capital,
Mr. Frohlich may direct the vote and disposition of the 2,414,209 shares of Common Stock held by
Prescott Master Fund.
This Amendment amends and restates the Schedule 13G as follows.
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Item 1(a)
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Name of Issuer.
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4Kids Entertainment, Inc.
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Item 1(b)
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Address of Issuers Principal Executive Offices.
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1414 Avenue of the Americas
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New York, New York 10019
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Item 2(a)
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Name of Person Filing.
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Prescott Group Capital Management, L.L.C. (Prescott Capital),
Prescott Group Aggressive Small Cap, L.P. (Prescott Small
Cap), Prescott Group Aggressive Small Cap II, L.P. (Prescott
Small Cap II and, together with Prescott Small Cap, the Small
Cap Funds) and Mr. Phil Frohlich.
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Item 2(b)
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Address of Principal Business Office, or, if none, Residence.
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1924 South Utica, Suite 1120
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Tulsa, Oklahoma 74104-6529
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6
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Item 2(c)
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Citizenship or Place of Organization.
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Prescott Capital is an Oklahoma limited liability company. The
Small Cap Funds are Oklahoma limited partnerships. Mr. Phil
Frohlich is the principal of Prescott Capital and is a U.S.
citizen.
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Item 2(d)
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Title of Class of Securities.
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Common Stock, $0.01 par value (the Common Stock).
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Item 2(e)
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CUSIP Number.
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350865101
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Item 3
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Reporting Person.
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Inapplicable.
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Item 4
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Ownership
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(a) Prescott Capital is the beneficial owner of 2,414,209 shares
of Common Stock and Mr. Phil Frohlich is the beneficial owner of
2,414,209 shares of Common Stock.
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(b) Prescott Capital and Mr. Phil Frohlich are the beneficial
owners of 18.1% of the outstanding shares of Common Stock. This
percentage is determined by dividing 2,414,209 by 13,352,053,
the number of shares of Common Stock issued and outstanding as
of November 6, 2009, as reported in the Issuers 10-Q filed on
November 9, 2009.
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(c) Prescott Capital, as the general partner of the Small Cap
Funds, the general partners of Prescott Master Fund, may direct
the Small Cap Funds to direct the vote and disposition of the
2,414,209 shares of Common Stock held by Prescott Master Fund.
As the principal of Prescott Capital, Mr. Phil Frohlich may
direct the vote and disposition of the 2,414,209 shares of
Common Stock held by Prescott Master Fund.
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Item 5
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Ownership of Five Percent or Less of a Class.
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Inapplicable.
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Item 6
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Ownership of More Than Five Percent on Behalf of Another Person.
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Inapplicable.
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7
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Item 7
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Identification and Classification of the Subsidiary which
Acquired the Security Being Reported On by the Parent Holding
Company.
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Inapplicable.
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Item 8
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Identification and Classification of Members of the Group.
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Inapplicable.
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Item 9
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Notice of Dissolution of Group.
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Inapplicable.
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Item 10
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Certification.
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By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
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Exhibits
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Exhibit 1
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Joint Filing Agreement dated February 12, 2010, between Prescott
Capital, the Small Cap Funds and Mr. Phil Frohlich.
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8
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.
Date: February 12, 2010
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Prescott Group Capital Management, L.L.C.
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By:
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/s/ Phil Frohlich
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PHIL FROHLICH, Managing Member
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Prescott Group Aggressive Small Cap, L.P.
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By:
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Prescott Group Capital Management, L.L.C., its general partner
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By:
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/s/ Phil Frohlich
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PHIL FROHLICH, Managing Member
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Prescott Group Aggressive Small Cap II, L.P.
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By:
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Prescott Group Capital Management, L.L.C., its general partner
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By:
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/s/ Phil Frohlich
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PHIL FROHLICH, Managing Member
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/s/ Phil Frohlich
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Phil Frohlich
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9
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