-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, fFz+ZWkaefScJr979v+OUkJ5/1VB5u5rfIwx6TfJ81BIenzhDI93PCspcxogNJL7 50BAgwYd6qlaVFeB5WvJaw== 0000950131-95-000886.txt : 19950414 0000950131-95-000886.hdr.sgml : 19950406 ACCESSION NUMBER: 0000950131-95-000886 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950405 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNITED STATIONERS INC CENTRAL INDEX KEY: 0000355999 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PAPER AND PAPER PRODUCTS [5110] IRS NUMBER: 363141189 STATE OF INCORPORATION: DE FISCAL YEAR END: 0830 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-33670 FILM NUMBER: 95527148 BUSINESS ADDRESS: STREET 1: 2200 E GOLF RD CITY: DES PLAINES STATE: IL ZIP: 60016-1267 BUSINESS PHONE: 7086995000 MAIL ADDRESS: STREET 1: 2200 E GOLF ROAD STREET 2: 2200 E GOLF ROAD CITY: DES PLAINES STATE: IL ZIP: 600161267 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WOLF FAMILY INVESTMENT PARTNERSHIP CENTRAL INDEX KEY: 0000937774 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 363251491 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 6703 NORTH CICERO AVENUE CITY: LINCOLNWOOD STATE: IL ZIP: 60646 BUSINESS PHONE: 7086995000 SC 13D 1 SCHEDULE 13D AMENDMENT #2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2 )/*/ United Stationers Inc. ---------------------- (Name of Issuer) Common Stock, $.10 par value ---------------------------- (Title of Class of Securities) 913004-10-7 ----------------------------------------- (CUSIP Number) Barbara Wolf c/o Scott Brown Johnson, Goldberg & Brown, Ltd. 6703 North Cicero Avenue Lincolnwood, IL 60646 (708)673-5740 --------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 31, 1995 ------------------------------------------------------- (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 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. [_] Check the following box if a fee is being paid with the statement. [_] (A fee is not required only if the Reporting Person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) 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 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. 913004-10-7 Page 2 of 6 Pages - ------------------------------------------------------------------------------ 1. Name of Reporting Person: Wolf Family Investment Partnership - ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group: (a) [_] (b) [x] - ------------------------------------------------------------------------------ 3. SEC Use Only - ------------------------------------------------------------------------------ 4. Source of Funds: 00 - ------------------------------------------------------------------------------ 5. Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(e) or 2(f): [_] - ------------------------------------------------------------------------------ 6. Citizenship or Place of Organization: Illinois ----------------------------------------------------------- Number of 7. Sole Voting Power: 29,205 Shares ----------------------------------------------------------- Beneficially 8. Shared Voting Power: 0 Owned By ----------------------------------------------------------- Each 9. Sole Dispositive Power: 29,205 Reporting ----------------------------------------------------------- Person 10. Shared Dispositive Power: 0 With - ------------------------------------------------------------------------------ 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 29,205 - ------------------------------------------------------------------------------ 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares: [_] - ------------------------------------------------------------------------------ 13. Percent of Class Represented by Amount in Row (11): .50% - ------------------------------------------------------------------------------ 14. Type of Reporting Person: PN - ------------------------------------------------------------------------------ CUSIP NO.913004-10-7 PAGE 3 OF 6 PAGES - ------------------------------------------------------------------------------ 1. Name of Reporting Person Barbara Wolf - ------------------------------------------------------------------------------ 2. Check the Appropriate Box if a Member of a Group: (a) [_] (b) [x] - ------------------------------------------------------------------------------ 3. SEC Use Only - ------------------------------------------------------------------------------ 4. Source of Funds: 00 - ------------------------------------------------------------------------------ 5. Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(e) or 2(f): [_] - ------------------------------------------------------------------------------ 6. Citizenship or Place of Organization: Illinois ----------------------------------------------------------- Number of 7. Sole Voting Power: 594 Shares ----------------------------------------------------------- Beneficially 8. Shared Voting Power: 29,230 Owned By ----------------------------------------------------------- Each 9. Sole Dispositive Power: 29,230 Reporting ----------------------------------------------------------- Person 10. Shared Dispositive Power: 594 With - ------------------------------------------------------------------------------ 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 29,824 - ------------------------------------------------------------------------------ 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares: Excludes 4,228 shares owned by the Barbara Wolf Savage Charitable Remainder Trust u/a/d February 1, 1995 of which the Reporting Person is a beneficiary; the Reporting Person disclaims beneficial ownership of such shares. [X] - ------------------------------------------------------------------------------ 13. Percent of Class Represented by Amount in Row (11): .51% - ------------------------------------------------------------------------------ 14. Type of Reporting Person: IN - ------------------------------------------------------------------------------ CUSIP NO. 913004-10-7 Page 4 of 6 Pages 13D Pursuant to Rule 13d-2 of Regulation 13D-G promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the undersigned hereby files this Amendment No. 2 (the "Amendment No. 2") to the original 13D Statement dated as of February 10, 1995 (as amended, the "Original Statement") on behalf of Wolf Family Investment Partnership, an Illinois limited partnership ("WFIP") and Barbara Wolf, an individual. The foregoing partnership and individual are sometimes hereinafter referred to as the "Reporting Persons". The Reporting Persons are making this single joint filing because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Exchange Act, although neither the fact of the filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists. Unless otherwise indicated in this Amendment No. 2, all capitalized terms used herein which are defined in the Original Statement shall have the same meaning as set forth in the Original Statement. Unless otherwise specified in the following Items, there have been no material changes to the information reported in the Original Statement. Item 4. "Purpose of Transaction," is hereby amended by adding thereto the following paragraph: Pursuant to the terms and conditions of the Agreement to Tender, on March 16, 1995, the Reporting Persons tendered the following number of shares of Common Stock to Associated which, in the following amounts, were accepted and paid for by Associated on March 31, 1995:
Shares of Common Shares of Common Entity Stock Tendered Stock Accepted - ------ ---------------- ---------------- WFIP 921,057 891,852 Barbara Wolf Charitable Remainder Trust 133,333 129,105 Barbara Wolf Trust 18,748 18,154 Barbara Wolf, in Joint Tenancy 800 775 --------- --------- 1,073,938 1,039,885 ========= =========
Item 5. "Interest in Securities of the Issuer," paragraphs, (a), (b) and (e) are hereby amended and restated in their entirety as follows: (a)(b) The Reporting Persons have reason to believe that the number of shares of Common Stock outstanding in the Issuer's most recently available filing is not current, due to the terms of the Agreement and Plan of Merger attached as EXHIBIT A to the Original Statement. Accordingly, the following information provided in response to this Item 5 is based on a total of 5,857,923 shares of Common Stock outstanding which was provided to the Reporting Persons by the Issuer. WFIP beneficially owns 29,205 shares or .5% of the Common Stock outstanding. WFIP's sole voting and investment power is vested in its general partner, Barbara Wolf. None of the persons or entities identified in Item 2 above owns or holds any shares of Common Stock except that: Barbara Wolf holds a record and beneficially 25 shares (less than one tenth of one percent) of the Common Stock outstanding in joint tenancy with her mother, as to which Barabara Wolf has shared voting and investment power CUSIP NO. 913004-10-7 Page 5 of 6 Pages and owns beneficially 594 shares (less than one tenth of one percent) of Common Stock oustanding, pursuant to her interest in the Barbara Wolf Trust u/a/d March 4, 1988 as to which she has sole voting and investment power. Barbara Wolf is also a beneficiary of the Barbara Wolf Savage Trust u/a/d February 1, 1995 which owns 4,228 shares of Common Stock to which the Reporting Person disclaims beneficial ownership for the purposes of this filing. (e) Pursuant to the transaction discussed in Item 4 above, the Reporting Persons ceased to be the beneficial owner of more than five percent of the Issuer's securities on March 31, 1995. CUSIP NO. 913004-10-7 Page 6 of 6 Pages SIGNATURES ---------- 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: April __, 1995 Wolf Family Investment Partnership By: /s/ Barbara Wolf -------------------------------------- Barbara Wolf, a general partner -----END PRIVACY-ENHANCED MESSAGE-----