berylson_body-sch13g.htm

0000929638-13-000232.txt : 20130326 0000929638-13-000232.hdr.sgml : 20130326 20130326084248 ACCESSION NUMBER: 0000929638-13-000232 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20130326 DATE AS OF CHANGE: 20130326 GROUP MEMBERS: JAMES BERYLSON SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BODY CENTRAL CORP CENTRAL INDEX KEY: 0001379246 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86043 FILM NUMBER: 13715505 BUSINESS ADDRESS: STREET 1: 6225 POWERS AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32217 BUSINESS PHONE: 904-737-0811 MAIL ADDRESS: STREET 1: 6225 POWERS AVENUE CITY: JACKSONVILLE STATE: FL ZIP: 32217 FORMER COMPANY: FORMER CONFORMED NAME: BODY CENTRAL ACQUISITION CORP DATE OF NAME CHANGE: 20061026 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERYLSON CAPITAL PARTNERS, LLC CENTRAL INDEX KEY: 0001572664 IRS NUMBER: 454054625 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 33 ARCH STREET STREET 2: SUITE 3100 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-697-5815 MAIL ADDRESS: STREET 1: 33 ARCH STREET STREET 2: SUITE 3100 CITY: BOSTON STATE: MA ZIP: 02110 SC 13G 1 berylson_body-sch13g.htm SCHEDULE 13G (MARCH 2013) berylson_body-sch13g.htm

	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549	OMB APPROVAL
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SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. ___)*

Body Central Corp.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

09689U102

(CUSIP Number)

March 18, 2013

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ] Rule 13d-1(b)

[x] Rule 13d-1(c)

[ ] Rule 13d-1(d)

* 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. Beneficial ownership information contained herein is given as of the date listed above.

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).

1	Names of Reporting Persons. Berylson Capital Partners, LLC James Berylson
2	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) [ ]
	(b) [ ]
3	SEC Use Only
4	Citizenship or Place of Organization. Berylson Capital Partners, LLC – Delaware James Berylson - United States

Number of Shares Beneficially Owned by Each Reporting Person With	5 Sole Voting Power Berylson Capital Partners, LLC – 0 shares James Berylson - 0 shares
	6 Shared Voting Power Berylson Capital Partners, LLC – 821,800 shares James Berylson – 821,800 shares Refer to Item 4 below.
	7 Sole Dispositive Power Berylson Capital Partners, LLC – 0 shares James Berylson - 0 shares
	8 Shared Dispositive Power Berylson Capital Partners, LLC – 821,800 shares James Berylson – 821,800 shares Refer to Item 4 below.

9	Aggregate Amount Beneficially Owned by Each Reporting Person Berylson Capital Partners, LLC – 821,800 shares James Berylson – 821,800 shares Refer to Item 4 below.
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
11	Percent of Class Represented by Amount in Row (9) Berylson Capital Partners, LLC – 5.00% James Berylson – 5.00% Refer to Item 4 below.
12	Type of Reporting Person (See Instructions) Berylson Capital Partners, LLC – OO (Limited Liability Company) James Berylson – IN

SCHEDULE 13G

Item 1

(a)	Name of Issuer
	Body Central Corp.
(b)	Address of Issuer’s Principal Executive Offices
	6225 Powers Avenue, Jacksonville, FL 32217

Item 2

(a)	Name of Person Filing
	Berylson Capital Partners, LLC James Berylson
(b)	Address of Principal Business Office or, if none, Residence
	Berylson Capital Partners, LLC James Berylson c/o Berylson Capital Partners, LLC 33 Arch Street, Suite 3100 Boston, MA 02110
(c)	Citizenship
	Berylson Capital Partners, LLC - Delaware James Berylson - United States
(d)	Title of Class of Securities
	Common Stock, par value $0.001 per share
(e)	CUSIP Number
	09689U102

Item 3

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)	[ ]	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	[ ]	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	[ ]	Insurance Company as defined in Section 3(a)(19) of the Act;
(d)	[ ]	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);
(e)	[ ]	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)	[ ]	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)	[ ]	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	[ ]	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	[ ]	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	[ ]	A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
(k)	[ ]	Group, in accordance with §240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:

Item 4

Ownership

James Berylson, the sole owner of Berylson Capital Partners, LLC, the Investment Manager, may be deemed the beneficial owners of 5.0% of the outstanding shares of Common Stock. This percentage was determined by dividing 821,800 by 16,436,154, which is the number of shares of Common Stock outstanding as of March 4, 2013, according to the Issuer’s Form 10-K filed on March 13, 2013 with the Securities and Exchange Commission.

Item 4(a)	Amount Beneficially Owned**
	Berylson Capital Partners, LLC – 821,800 shares James Berylson – 821,800 shares

Item 4(b)	Percent of Class
	Berylson Capital Partners, LLC – 5.00% James Berylson – 5.00%

Item 4(c)	Number of shares as to which each such person has voting and dispositive power:
(i)	Berylson Capital Partners, LLC – 0 shares James Berylson - 0 shares
(ii)	shared power to vote or to direct the vote
	Berylson Capital Partners, LLC – 821,800 shares James Berylson – 821,800 shares
(iii)	sole power to dispose or to direct the disposition of
	Berylson Capital Partners, LLC – 0 shares James Berylson - 0 shares
(iv)	shared power to dispose or to direct the disposition of
	Berylson Capital Partners, LLC – 821,800 shares James Berylson – 821,800 shares

** Shares reported herein for Berylson Capital Partners, LLC (“Berylson Capital”) represent shares beneficially owned by James Berylson, as the sole owner. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.

Item 5	Ownership of Five Percent or Less of a Class
	Not applicable.
Item 6	Ownership of More than Five Percent on Behalf of Another Person
	Not applicable.
Item 7	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
	Not applicable.
Item 8	Identification and Classification of Members of the Group
	Not applicable.
Item 9	Notice of Dissolution of Group
	Not applicable.
Item 10	Certification

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.

Exhibits	Exhibit
99.1	Joint Filing Agreement by and among the Reporting Persons.

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: March 26, 2013

	BERYLSON CAPITAL PARTNERS, LLC

	By: /s/ James Berylson
	James Berylson, Managing Member


	JAMES BERYLSON

	By: /s/ James Berylson
	James Berylson, individually

EX-99.1 2 berylson_body-ex99.htm JOINT FILER AGREEMENT berylson_body-ex99.htm

Exhibit 99.1

JOINT FILING AGREEMENT

This Joint Filing Agreement, dated as of March 26, 2013, is by and among Berylson Capital Partners, LLC and James Berylson (collectively, the "Filers").

Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/or 13D with respect to shares of Class A Common Stock, par value $0.01 per share, of ManTech International Corporation beneficially owned by them from time to time.

Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a single statement on Schedule 13G and/or 13D (and any amendments thereto) on behalf of each of such parties, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule.

This Joint Filing Agreement may be terminated by any of the Filers upon one week's prior written notice (or such lesser period of notice as the Filers may mutually agree) to the other party.

Executed and delivered as of the date first above written.

	BERYLSON CAPITAL PARTNERS, LLC

	By: /s/ James Berylson
	James Berylson, Managing Member


	JAMES BERYLSON

	By: /s/ James Berylson
	James Berylson, individually