-----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, PpBQdtpmaD2A4SODeSgv6N0S1EeFxECE9ZCmRkvRVpmrGzWcYj8fVXHn2tJGGuQu V4neWWWKZ/ZPKGTRkCrMKA== 0000950159-99-000162.txt : 19990607 0000950159-99-000162.hdr.sgml : 19990607 ACCESSION NUMBER: 0000950159-99-000162 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990604 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FACTORY CARD OUTLET CORP CENTRAL INDEX KEY: 0001024441 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 363652087 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-49243 FILM NUMBER: 99640424 BUSINESS ADDRESS: STREET 1: 2727 DIEHL RD CITY: NAPERVILLE STATE: IL ZIP: 60563 BUSINESS PHONE: 6305792000 MAIL ADDRESS: STREET 1: 745 BIRGINAL DRIVE CITY: BENSENVILLE STATE: IL ZIP: 60106 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CHEZ RONALD L CENTRAL INDEX KEY: 0000942801 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 555 WEST MADISON STREET STREET 2: SUITE 3508-1 CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: 3125652400 MAIL ADDRESS: STREET 1: 555 WEST MADISON STREET STREET 2: SUITE 3508-1 CITY: CHICAGO STATE: IL ZIP: 60661 SC 13D/A 1 OMB APPROVAL OMB Number: 3235-0145 Expires: August 31, 1999 Estimated average burden hours per response ....14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------- SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) * Factory Card Outlet Corporation - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.01 Par Value - -------------------------------------------------------------------------------- (Title of Class of Securities) 303053 10 2 - -------------------------------------------------------------------------------- (CUSIP Number) Howard Friedman, Esquire, Schuyler, Roche & Zwirner, 130 East Randolph Street, Suite 3800, Chicago IL 60601 312/565-8394 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 3, 1999 - -------------------------------------------------------------------------------- (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 Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 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). Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1746(2-98) CUSIP No. 303053 10 2 Page 2 of 4 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Individual Retirement Accounts for the Benefit of Ronald L. Chez and Ronald L. Chez Individually (###-##-####) 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds (See Instructions) PF 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 of America 7 Sole Voting Power 1,027,800 Number of Shares Beneficially Owned 8 Shared Voting Power by Each Reporting -0- Person With 9 Sole Dispositive Power 1,027,800 10 Shared Dispositive Power -0- 11 Aggregate Amount Beneficially Owned by Each Reporting Person 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ] 13 Percent of Class Represented by Amount in Row (11) 13.697% 14 Type of Reporting Person (See Instructions) IN Instructions for Cover Page (1) Names and I.R.S. Identification Numbers of Reporting Persons -- Furnish the full legal name of each person for who the report is filed - i.e., each person required to sign the schedule itself - including each member of a group. Do not include the name of a person required to be identified in the report but who is not a reporting person. Reporting persons that are entities are also requested to furnish their I.R.S. identification numbers, although disclosure of such numbers is voluntary, not mandatory (see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13D" below). (2) If any of the shares beneficially owned by a reporting person are held as a member of a group and the membership is expressly affirmed, please check row 2(a). If the reporting person disclaims membership in a group or describes a relationship with other persons but does not affirm the existence of a group, please check row 2(b) [unless it is a joint filing pursuant to Rule 13d-1(k)(1) in which case it may not be necessary to check row 2(b)]. (3) The 3rd row is for SEC internal use; please leave blank. CUSIP No. 303053 10 2 Page 3 of 4 Pages Item 4, Purpose of Transaction, as set forth in the original Schedule 13D filed by the Reporting Person with respect to the Issuer dated February 16, 1998 ("Schedule 13D") and amended by the Schedule 13D filed by the Reporting Person with respect to the Issuer dated December 8, 1998 ("Amendment No. 1") and further amended by the Schedule 13D filed by the Reporting Person with respect to the Issuer dated January 11, 1999 ("Amendment No. 2"), Schedule 13D, as amended, is further amended by this "Amendment No. 3" as follows: Item 4(f) as set forth in Schedule 13D, including Amendment No. 1 and Amendment No. 2, is further amended by this Amendment No. 3 by adding at the end of paragraph (f) of Item 4 the following: The Reporting Person, as well as other shareholders of the Issuer, have indicated a strong desire to have an Official Equity Committee formed to represent the interests of the common shareholders in connection with the Chapter 11 Bankruptcy Cases of the Issuer and its subsidiary, Factory Card of America, Ltd. The Reporting Person has also confirmed that he is willing to serve as a Member of the Official Committee of Equity Holders and to devote the time and effort necessary to fulfill the duties required of such a Member. Item 5, Interest in Securities of the Issuer, as set forth in Schedule 13D and as amended by Amendment No. 1 and Amendment No. 2, is further amended by this Amendment No. 3 as follows: 1. Item 5(a), as set forth in Schedule 13D, including Amendment No. 1 and Amendment No. 2, is further amended by adding at the end of said subparagraph (a) of Item 5 the following: The aggregate number of shares of Stock of Issuer owned by the Reporting Person as of the date of this Amendment No. 3 is 1,027,800 shares (the "Shares") which constitutes approximately 13.697% of the outstanding Shares of Stock of the Issuer. The percentage in this Item 5(a), as amended by this Amendment No. 3, is based on 7,503,098 Shares of the Issuer's Stock outstanding as reported to Reporting Person's counsel by Issuer's Vice President - Corporate Secretary for the quarter ending May 2, 1999. CUSIP No. 303053 10 2 Page 4 of 4 Pages 2. Item 5(c), as reported in Schedule 13D, including Amendment No. 1 and Amendment No. 2, is further amended by this Amendment No. 3 by adding at the end of said subparagraph (c) of Item 5 the following: The Reporting Person has sold an aggregate of 7,000 Shares of Stock of the Issuer and acquired an aggregate of 609,200 Shares of Stock of the Issuer since January 11, 1999 as follows: The Reporting Person sold 7,000 Shares on February 3, 1999 at $2.375 per Share and the Reporting Person purchased 609,200 Shares at $.05 per Share on June 3, 1999. The foregoing sale of 7,000 Shares was an open market transaction and was subject to the payment of applicable brokerage commissions. On June 3, 1999, the Reporting Person purchased 609,200 Shares of common stock of the Issuer from Wellington Management Company, LLP in a private transaction for $.05 per share. After reasonable inquiry and to the best of his knowledge and belief, the undersigned hereby certifies that the information set forth in this Amendment No. 3 is true, complete and correct. Dated: June 4, 1999 /s/ Ronald L. Chez ------------------- Ronald L. Chez 170933 -----END PRIVACY-ENHANCED MESSAGE-----