- Amended Statement of Beneficial Ownership (SC 13D/A)
01 Novembro 2010 - 6:25PM
Edgar (US Regulatory)
|
|
UNITED STATES
|
|
|
|
SECURITIES AND EXCHANGE COMMISSION
|
|
|
|
Washington, D.C. 20549
|
|
|
|
|
|
|
|
SCHEDULE 13D/A
|
|
INFORMATION TO BE INCLUDED IN
STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS
THERETO FILED
PURSUANT TO RULE 13d-2(a)
Under the Securities Exchange Act
of 1934
(Amendment No. 6)*
(Name of Issuer)
COMMON
STOCK, $0.01 PAR VALUE
(Title of Class of
Securities)
(CUSIP Number)
Robert
P. Bermingham
The
Yucaipa Companies
9130
West Sunset Boulevard
Los
Angeles, California 90069
(310)
228-2894
(Name, Address and
Telephone Number of Person
Authorized to Receive Notices and Communications)
(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 that is the subject of this Schedule
13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box.
o
Note
: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See §240.13d-7 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 disclosures 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 provisions of the Act (however, see the Notes).
|
CUSIP No.
828 815 100
|
|
|
|
|
1.
|
Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
Ronald W. Burkle
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Source of Funds (See
Instructions)
PF, OO
|
|
|
|
|
5.
|
Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6.
|
Citizenship or Place of Organization
United States
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0 (see Item 5)
|
|
|
|
8.
|
Shared Voting Power
37,940,756 (see Item 5)
|
|
|
|
9.
|
Sole Dispositive Power
0 (see Item 5)
|
|
|
|
10.
|
Shared Dispositive Power
37,940,756 (see Item 5)
|
|
|
|
|
11.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
37,940,756 (see Item 5)
|
|
|
|
|
12.
|
Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
13.
|
Percent of Class
Represented by Amount in Row (11)
75.0% (see Item 5)
|
|
|
|
|
14.
|
Type of Reporting Person
(See Instructions)
IN
|
|
|
|
|
|
|
|
2
|
CUSIP No.
828 815 100
|
|
|
|
|
1.
|
Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
OA3, LLC
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Source of Funds (See
Instructions)
OO
|
|
|
|
|
5.
|
Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6.
|
Citizenship or Place of Organization
California
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0 (see Item 5)
|
|
|
|
8.
|
Shared Voting Power
37,940,756 (see Item 5)
|
|
|
|
9.
|
Sole Dispositive Power
0 (see Item 5)
|
|
|
|
10.
|
Shared Dispositive Power
37,940,756 (see Item 5)
|
|
|
|
|
11.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
37,940,756 (see Item 5)
|
|
|
|
|
12.
|
Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
13.
|
Percent of Class
Represented by Amount in Row (11)
75.0% (see Item 5)
|
|
|
|
|
14.
|
Type of Reporting Person
(See Instructions)
OO
|
|
|
|
|
|
|
|
3
|
CUSIP No.
828 815 100
|
|
|
|
|
1.
|
Names of Reporting Persons. I.R.S. Identification
Nos. of above persons (entities only)
Multi-Accounts, LLC
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Source of Funds (See
Instructions)
OO
|
|
|
|
|
5.
|
Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6.
|
Citizenship or Place of Organization
California
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0 (see Item 5)
|
|
|
|
8.
|
Shared Voting Power
37,940,756 (see Item 5)
|
|
|
|
9.
|
Sole Dispositive Power
0 (see Item 5)
|
|
|
|
10.
|
Shared Dispositive Power
37,940,756 (see Item 5)
|
|
|
|
|
11.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
37,940,756 (see Item 5)
|
|
|
|
|
12.
|
Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
13.
|
Percent of Class
Represented by Amount in Row (11)
75.0% (see Item 5)
|
|
|
|
|
14.
|
Type of Reporting Person
(See Instructions)
OO
|
|
|
|
|
|
|
|
4
|
CUSIP No.
828 815 100
|
|
|
|
|
1.
|
Names of Reporting Persons. I.R.S. Identification Nos.
of above persons (entities only)
Overseas Toys, L.P.
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group (See Instructions)
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Source of Funds (See
Instructions)
AF, OO
|
|
|
|
|
5.
|
Check if Disclosure of Legal Proceedings Is
Required Pursuant to Items 2(d) or 2(e)
o
|
|
|
|
|
6.
|
Citizenship or Place of Organization
Delaware
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole Voting Power
0 (see Item 5)
|
|
|
|
8.
|
Shared Voting Power
37,940,756 (see Item 5)
|
|
|
|
9.
|
Sole Dispositive Power
0 (see Item 5)
|
|
|
|
10.
|
Shared Dispositive Power
37,940,756 (see Item 5)
|
|
|
|
|
11.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
37,940,756 (see Item 5)
|
|
|
|
|
12.
|
Check if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
13.
|
Percent of Class
Represented by Amount in Row (11)
75.0% (see Item 5)
|
|
|
|
|
14.
|
Type of Reporting Person
(See Instructions)
PN
|
|
|
|
|
|
|
|
5
|
Item 1.
|
Security and Issuer
|
|
Item 1 of the Schedule
13D is amended and restated in its entirety as follows:
This Amendment No. 6 to
the Statement on Schedule 13D (this “Amendment No. 6”) amends and supplements
the Statement on Schedule 13D filed with the Securities and Exchange
Commission (the “SEC”) on November 19, 1999, as amended by Amendment No. 1 to
the Schedule 13D filed with the SEC on July 14, 2000, Amendment No. 2 to the
Schedule 13D filed with the SEC on April 18, 2005, Amendment No. 3 to the
Schedule 13D filed with the SEC on September 24, 2008, Amendment No. 4 to the
Schedule 13D filed with the SEC on October 14, 2010, and Amendment No. 5 to
the Schedule 13D filed with the SEC on October 25, 2010 (as so amended, the
“Schedule 13D”), and relates to the common stock, $0.01 par value per share
(the “Common Stock”), of Simon Worldwide, Inc. (formerly, Cyrk, Inc.), a
Delaware corporation (“Simon”). The
principal executive offices of Simon are located at 5200 W. Century
Boulevard, Los Angeles, California 90045.
Except as specifically
provided herein, this Amendment No. 6 does not modify any of the information
previously reported on the Schedule 13D.
Capitalized terms used herein but not otherwise defined herein shall
have the meanings ascribed to them in the Schedule 13D. The filing of any amendment to this
Schedule 13D (including the filing of this Amendment No. 6) shall not be
construed to be an admission by the Reporting Persons that a material change
has occurred in the facts set forth in this Schedule 13D or that such
amendment is required under Rule 13d-2 of the Securities Exchange Act of
1934, as amended.
|
|
|
|
|
Item 3.
|
Source and Amount of Funds or Other
Consideration
|
|
Item 3 of the Schedule
13D is hereby amended and supplemented to add the following information:
The total amount of
funds that would be required by Overseas Toys to purchase all of the shares
of Common Stock subject to the Qualified Offer described in Item 4, assuming
that all shares of Common Stock subject to the Qualified Offer (including all
shares of Common Stock issuable upon the exercise of all outstanding options
for shares of Common Stock) are tendered in accordance with the requirements
thereof, and to pay for all fees and expenses related to the Qualified Offer,
is estimated to be approximately $3.8 million. The Qualified Offer is not conditioned upon
Overseas Toys entering into any financing arrangements. Overseas Toys anticipates that it will obtain
all funds required for the consummation of the Qualified Offer from Ronald
Burkle, an affiliate of Overseas Toys, whom Overseas Toys anticipates will
(i) obtain such amounts from personal funds and (ii) contribute such funds to
Overseas Toys as a capital contribution.
|
|
|
|
|
Item 4.
|
Purpose of Transaction
|
|
The disclosure in Item
4 is hereby amended and supplemented to add the following information:
On November 1, 2010,
Overseas Toys commenced the previously announced anticipated Qualified Offer
to purchase all of the shares of Common Stock not already owned by Overseas
Toys that are duly tendered and not withdrawn at a price of $0.27 per share,
on the terms and subject to the conditions specified on the Schedule TO
(including all exhibits thereto) filed by the Reporting Persons with the SEC
on November 1, 2010 (the “Schedule TO”), a copy of which is attached hereto
as Exhibit 99.10 and which is incorporated herein by reference. The foregoing description of the Schedule
TO does not purport to be complete and is qualified in its entirety by reference
to the Schedule TO (and all exhibits thereto).
|
|
|
|
|
Item 7.
|
Material to be Filed as Exhibits
|
|
Item 7 of the Schedule 13D is amended to add a
reference to a new Exhibit 99.10 as follows:
Exhibit 99.10 Schedule TO (including all
exhibits thereto) filed by the Reporting Persons with the SEC on November 1,
2010.
|
6
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: November 1, 2010
|
|
OVERSEAS TOYS, L.P.
|
|
|
By: Multi-Accounts, LLC
|
|
|
Its: General Partner
|
|
|
|
|
|
|
By: OA3, LLC
|
|
|
|
Its: Managing Member
|
|
|
|
|
|
|
By:
|
/s/ Ronald W. Burkle
|
|
|
|
Its:
|
Managing Member
|
|
|
|
|
|
|
|
|
MULTI-ACCOUNTS, LLC
|
|
|
By: OA3, LLC
|
|
|
Its: Managing Member
|
|
|
|
|
|
|
By:
|
/s/ Ronald W. Burkle
|
|
|
|
Its: Managing Member
|
|
|
|
|
|
|
|
|
OA3, LLC
|
|
|
By:
|
/s/ Ronald W. Burkle
|
|
|
Its: Managing Member
|
|
|
|
|
|
/s/ Ronald W. Burkle
|
|
|
Ronald W. Burkle
|
|
|
|
|
|
|
|
|
7
EXHIBIT INDEX
|
Exhibit No.
|
|
Description of Exhibit
|
|
|
|
|
|
Exhibit 99.10
|
|
Schedule TO
(including all exhibits thereto) filed by the Reporting Persons with the SEC
on November 1, 2010.
|
8
Simon Worldwide (GM) (USOTC:SWWI)
Gráfico Histórico do Ativo
De Out 2024 até Nov 2024
Simon Worldwide (GM) (USOTC:SWWI)
Gráfico Histórico do Ativo
De Nov 2023 até Nov 2024
Notícias em tempo-real sobre Simon Worldwide Inc (GM) da OTCMarkets bolsa de valores: 0 artigos recentes
Mais Notícias de SIMON WORLDWIDE INC (OTC)
