-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J/OveKluPeSPT//l0E+0PpEbyU792B/ajde3JQkH+FKXB+E3m/Xzl/H84sbMd4Ql eonfcUQaz7KUq13BlSBkQg== 0000919574-98-000829.txt : 19980918 0000919574-98-000829.hdr.sgml : 19980918 ACCESSION NUMBER: 0000919574-98-000829 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980917 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PIERCE LEAHY CORP CENTRAL INDEX KEY: 0001020569 STANDARD INDUSTRIAL CLASSIFICATION: PUBLIC WAREHOUSING & STORAGE [4220] IRS NUMBER: 232588479 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-52359 FILM NUMBER: 98711105 BUSINESS ADDRESS: STREET 1: 631 PARK AVE CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6109928200 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FUSION CAPITAL MANAGEMENT CENTRAL INDEX KEY: 0001030577 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 237 PARK AVE STE 801 CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: 2125741422 MAIL ADDRESS: STREET 1: 237 PARK AVE STE 801 CITY: NEW YORK STATE: NY ZIP: 10012 SC 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No.: * Name of Issuer: Pierce Leahy Corp. Title of Class of Securities: Common Stock, $0.01 par value CUSIP Number: 720722107 (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) Ricky Sandler 237 Park Avenue, Suite 801 New York, New York 10017 (212) 808-3756 (Date of Event which Requires Filing of this Statement) September 1, 1998 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 [ ]. 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 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). CUSIP No.: 720722107 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Wayne M. Cooperman 2. Check the Appropriate Box if a Member of a Group a. b. x 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization United States Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 8. Shared Voting Power: 886,600 9. Sole Dispositive Power: 10. Shared Dispositive Power: 886,600 11. Aggregate Amount Beneficially Owned by Each Reporting Person 886,600 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 2 13. Percent of Class Represented by Amount in Row (11) 5.21% 14. Type of Reporting Person IN 3 CUSIP No.: 720722107 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Ricky C. Sandler 2. Check the Appropriate Box if a Member of a Group a. b. x 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization United States Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 8. Shared Voting Power: 886,600 9. Sole Dispositive Power: 10. Shared Dispositive Power: 886,600 11. Aggregate Amount Beneficially Owned by Each Reporting Person 886,600 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 4 13. Percent of Class Represented by Amount in Row (11) 5.21% 14. Type of Reporting Person IN 5 The purpose of this Schedule 13D is to report the ownership of Wayne M. Cooperman and Ricky C. Sandler (the "Reporting Persons") in the Common Stock, $0.01 par value (the "Shares"), of Pierce Leahy Corp. (the "Issuer"). Item 1. Security and Issuer The title of the class of equity securities to which this statement relates is: Common Stock, $0.01 par value, of Pierce Leahy Corp. The name and address of the principal executive and business office of the Issuer is: Pierce Leahy Corp. 631 Park Avenue King of Prussia, PA 19406 Item 2. Identity and Background This statement is being filed on behalf of the Reporting Persons. The Reporting Persons are the general partners of Fusion Partners, L.P., a Delaware limited partnership (the "Partnership"). In addition, the Reporting Persons own and are the principals of Fusion Capital Management Inc., which is the Investment Manager of Fusion Offshore Fund Limited, a British Virgin Islands corporation (the "Offshore Fund"). Neither of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). Neither of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws. The Reporting Persons are citizens of the United States of America. Item 3. Source and Amount of Funds or Other Consideration As of the date hereof, the Reporting Persons are deemed to beneficially own 886,600 Shares. An aggregate of 886,600 Shares are held by the Partnership and the Offshore Fund. All the Shares were purchased in open 6 market transactions. The Shares were purchased for an aggregate purchase price of $17,847,453. The funds for the purchase of the Shares held in the Partnership and the Offshore Fund have come from the working capital of the Partnership and the Offshore Fund. No leverage was used to purchase any of the Shares. Item 4. Purpose of Transactions The Shares beneficially owned by the Reporting Persons were acquired for, and are being held for, investment purposes. The Reporting Persons have no plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the instructions to Schedule 13D. Item 5. Interest in Securities of Issuer As of the date hereof, the Reporting Persons are deemed to be the beneficial owners of 886,600 Shares. Based on the Issuer's filing on Form 10-Q on August 14, 1998, as of August 7, 1998 there were 17,025,990 Shares outstanding. Therefore, the Reporting Persons are deemed to beneficially own 5.21% of the outstanding Shares. The Reporting Persons share the power to vote, direct the vote, dispose of or direct the disposition of all the Shares that they are deemed to beneficially own. All transactions in the Shares effected by the Reporting Persons during the sixty days prior to September 1, 1998 through the date of this filing were effected in open- market transactions and are set forth in Exhibit B hereto. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The Reporting Persons have no contract, arrangement, understanding or relationship with any person with respect to the Shares. Item 7. Material to be Filed as Exhibits 1. An agreement relating to the filing of a joint statement as required by Rule 13d-1(f) under the Securities Exchange Act of 1934 is filed herewith as Exhibit A. 2. A description of the transactions in the Shares that were effected by the Reporting Persons during the 60 days prior to 7 September 1, 1998 through the date of this filing is filed herewith as Exhibit B. Signature The undersigned, after reasonable inquiry and to the best of their knowledge and belief, certify that the information set forth in this statement is true, complete and correct. /s/ Wayne M. Cooperman _________________________________ Wayne Cooperman /s/ Ricky C. Sandler _________________________________ Ricky Sandler September 17, 1998 8 01181001.AM6 Exhibit A AGREEMENT The undersigned agree that this Schedule 13D dated September 17, 1998 relating to the Common Stock of Pierce Leahy Corp. shall be filed on behalf of the undersigned. /s/ Wayne M. Cooperman _________________________________ Wayne Cooperman /s/ Ricky C. Sandler _________________________________ Ricky Sandler 01181001.AM6 Exhibit B SCHEDULE OF TRANSACTIONS Date Shares Purchased Price Per Share ____ ________________________ _________________ 8/5/98 6,000 $23.4194 8/7/98 5,000 23.8100 8/11/98 25,000 21.5600 8/13/98 10,000 21.0600 8/14/98 10,000 20.9713 9/1/98 30,000 17.0600 9/2/98 4,400 19.0316 9/10/98 3,600 19.6173 9/11/98 200 19.6850 01181001.AM6 -----END PRIVACY-ENHANCED MESSAGE-----