-----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, TWfmmkrTgFkTRrik1HhZJYAkgcUPvSbL3wL5AmZl/AhT2uPo+LSMISVC6UHyUaW2 D9NzvMnGaVXlpS3xhWtnfA== 0001398432-08-000043.txt : 20080201 0001398432-08-000043.hdr.sgml : 20080201 20080201164916 ACCESSION NUMBER: 0001398432-08-000043 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080201 DATE AS OF CHANGE: 20080201 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SYMS CORP CENTRAL INDEX KEY: 0000724742 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 222465228 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0301 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39363 FILM NUMBER: 08569181 BUSINESS ADDRESS: STREET 1: SYMS WAY CITY: SECAUCUS STATE: NJ ZIP: 07094 BUSINESS PHONE: 2019029600 MAIL ADDRESS: STREET 1: SYMS WAY CITY: SECAUCUS STATE: NJ ZIP: 07094 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BARINGTON COMPANIES EQUITY PARTNERS L P CENTRAL INDEX KEY: 0001107149 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 888 7TH AVE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2129745700 SC 13D/A 1 syms_13da4.htm SCHEDULE 13D AMENDMENT #4

 


 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

(Rule 13d-101)

(Amendment No. 4)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

Syms Corp.

(Name of Issuer)

Common Stock, par value $0.05 per share

(Title of Class of Securities)

871551107

(CUSIP Number)

 

Peter G. Smith, Esq.
Kramer Levin Naftalis & Frankel LLP
1177 Avenue of the Americas
New York, NY 10036

(212) 715-9100
 
Martin D. Sklar, Esq.
Kleinberg, Kaplan, Wolff & Cohen, P.C.
551 Fifth Avenue
New York, NY 10176

(212) 986-6000

(Name, Address and Telephone Number of

Person Authorized to Receive Notices

and Communications)

January 31, 2008

(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 Rule 13d-1(e), 13d-1(f), or 13d-1(g), check the following box:[ ].

(Continued on following pages)

(Page 1 of 31 Pages)

 


 

 

 

 

CUSIP No. 871551107

Page 2 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Companies Equity Partners, L.P.

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

268,996

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

268,996

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

268,996

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

1.84%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

PN

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 3 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Companies Investors, LLC

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

OO, WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

269,096

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

269,096

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

269,096

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

1.84%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

OO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 4 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Companies Management, LLC

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

100

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

100

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

100

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

Less than 0.01%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

OO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 5 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Investments, L.P.

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

136,117

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

136,117

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

136,117

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

0.93%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

PN

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 6 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Companies Advisors, LLC

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

OO, WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

136,217

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

136,217

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

136,217

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

0.93%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

OO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 7 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Benchmark Opportunitas Fund plc

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

None

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Ireland

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

None

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

None

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

None

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

None

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

CO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 8 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Offshore Advisors, LLC

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

100

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

100

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

100

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

Less than 0.01%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

IA, OO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 9 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Companies Offshore Fund, Ltd.

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

British Virgin Islands

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

470,970

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

470,970

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

470,970

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

3.23%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

OO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 10 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Offshore Advisors II, LLC

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

OO, WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

471,070

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

471,070

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

471,070

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

3.23%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

IA, OO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 11 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Barington Capital Group, L.P.

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

OO, WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

New York

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

876,683

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

876,683

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

876,683

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

6.01%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

PN

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 12 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

LNA Capital Corp.

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

OO

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

876,683

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

876,683

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

876,683

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

6.01%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

CO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 13 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

James A. Mitarotonda

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

OO, PF

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

United States

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

876,833

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

876,833

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

876,833

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

6.01%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

IN

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 14 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

RJG Capital Partners, L.P.

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

17,200

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

17,200

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

17,200

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

0.12%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

PN

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 15 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

RJG Capital Management, LLC

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

OO

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

17,200

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

17,200

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

17,200

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

0.12%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

OO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 16 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Ronald J. Gross

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

OO, PF

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

United States

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

17,205

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

None

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

17,205

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

None

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

17,205

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

0.12%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

IN

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 17 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Esopus Creek Value L.P.

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

WC

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

405,000

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

0

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

405,000

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

0

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

405,000

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

2.78%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

PN

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 18 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Esopus Creek Advisors LLC

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

AF

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

Delaware

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

405,000

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

0

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

405,000

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

0

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

405,000

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

2.78%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

OO

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 19 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Andrew L. Sole

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

AF

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

United States

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

72,000

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

405,000

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

72,000

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

405,000

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

477,000

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

3.27%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

IN

 

 

 

 

 

 

 

CUSIP No. 871551107

Page 20 of 31 Pages

 

 

1)

NAME OF REPORTING PERSON

 

 

 

 

 

 

 

 

 

Joseph S. Criscione

 

 

 

 

2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

x

 

 

 

(b)

o

 

 

3)

SEC USE ONLY

 

 

 

 

4)

SOURCE OF FUNDS

 

 

 

 

AF

 

 

 

 

5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED

 

 

 

 

PURSUANT TO ITEMS 2(d) OR 2(e)

 

o

 

 

6)

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 

 

United States

 

 

 

 

 

 

7)            SOLE VOTING POWER

 

 

 

 

NUMBER OF

54,700

 

 

 

 

SHARES

 

 

 

 

 

BENEFICIALLY

8)            SHARED VOTING POWER

 

 

 

 

OWNED BY

405,000

 

 

 

 

EACH

 

 

 

 

 

REPORTING

9)            SOLE DISPOSITIVE POWER

 

 

 

 

PERSON

54,700

 

 

 

 

WITH

 

 

 

 

 

 

10)          SHARED DISPOSITIVE POWER

 

 

 

 

 

405,000

 

 

 

 

11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

459,700

 

 

 

 

12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

o

 

 

13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 

 

3.15%

 

 

 

 

14)

TYPE OF REPORTING PERSON

 

 

 

 

IN

 

 

 

 

 

 

Page 21 of 31 Pages

 

This Amendment No. 4 amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on May 21, 2007, as amended by that certain Amendment No. 1 filed with the SEC on October 29, 2007, that certain Amendment No. 2 filed with the SEC on January 2, 2008 and that certain Amendment No. 3 filed with the SEC on January 23, 2008 (collectively, the "Statement"), by and on behalf of Barington Companies Equity Partners, L.P. and others with respect to the common stock, par value $0.05 per share (the "Common Stock"), of Syms Corp., a New Jersey corporation (the "Company"). The principal executive offices of the Company are located at Syms Way, Secaucus, New Jersey 07094.

 

Item 2.

Identity and Background.

 

 

The first two paragraphs of Items 2(a) - (c) of the Statement are hereby amended and restated as follows:

 

(a) - (c) This Statement is being filed by Barington Companies Equity Partners, L.P., Barington Companies Investors, LLC, Barington Companies Management, LLC, Barington Investments, L.P., Barington Companies Advisors, LLC, Benchmark Opportunitas Fund plc, Barington Offshore Advisors, LLC, Barington Companies Offshore Fund, Ltd., Barington Offshore Advisors II, LLC, Barington Capital Group, L.P., LNA Capital Corp., James A. Mitarotonda, RJG Capital Partners, L.P., RJG Capital Management, LLC, Ronald J. Gross, Esopus Creek Value L.P., Esopus Creek Advisors LLC, Andrew L. Sole and Joseph S. Criscione (each, a “Reporting Entity” and, collectively, the “Reporting Entities”). Benchmark Opportunitas Fund plc no longer beneficially owns Common Stock of the Company and will no longer be included as a member of any group with the other Reporting Entities in future amendments to this Schedule 13D.

 

As of January 31, 2008, the Reporting Entities are the beneficial owners of, in the aggregate, 1,425,738 shares of Common Stock, representing approximately 9.8% of the shares of Common Stock presently outstanding.

 

Item 4.

Purpose of Transaction.

 

Item 4 of the Statement is hereby amended and supplemented as follows:

 

On January 31, 2008, Barington Capital Group, L.P., Esopus Creek Advisors LLC, and RJG Capital Management, LLC issued a press release announcing the release of a letter to their fellow shareholders of the Company. The letter responds to the January 28, 2008 letter sent to shareholders by Marcy Syms, the Company’s Chief Executive Officer. A copy of the press release, which includes the letter to shareholders, is attached as Exhibit 99.7 hereto and incorporated herein by reference.

 

Item 5.

Interest in Securities of the Issuer.

 

Items 5(a) - (c) of the Statement are hereby amended and restated as follows:

 

(a) As of January 31, 2008, Barington Companies Equity Partners, L.P. beneficially owns an aggregate of 268,996 shares of Common Stock, representing approximately 1.84% of the shares of Common Stock presently outstanding based upon the 14,587,187 shares of Common

 

 

 

Page 22 of 31 Pages

Stock reported by the Company to be issued and outstanding as of January 2, 2008 in its Form 10-Q filed with the SEC on January 11, 2008 (the “Issued and Outstanding Shares”).

As of January 31, 2008, Barington Investments, L.P. beneficially owns 136,117 shares of Common Stock, representing approximately 0.93% of the Issued and Outstanding Shares. As of January 31, 2008, Barington Companies Offshore Fund, Ltd. beneficially owns 470,970 shares of Common Stock, representing approximately 3.23% of the Issued and Outstanding Shares. As of January 31, 2008, Barington Companies Investors, LLC beneficially owns 100 shares of Common Stock. As the general partner of Barington Companies Equity Partners, L.P., Barington Companies Investors, LLC may also be deemed to beneficially own the 268,996 shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P., constituting an aggregate of 269,096 shares of Common Stock, representing approximately 1.84% of the Issued and Outstanding Shares. As of January 31, 2008, Barington Companies Management, LLC beneficially owns 100 shares of Common Stock, representing less than 0.01% of the Issued and Outstanding Shares. As of January 31, 2008, Barington Companies Advisors, LLC beneficially owns 100 shares of Common Stock. As the general partner of Barington Investments, L.P., Barington Companies Advisors, LLC may also be deemed to beneficially own the 136,117 shares of Common Stock beneficially owned by Barington Investments, L.P., constituting an aggregate of 136,217 shares of Common Stock, representing approximately 0.93% of the Issued and Outstanding Shares. As of January 31, 2008, Barington Offshore Advisors, LLC beneficially owns 100 shares of Common Stock representing less than 0.01% of the Issued and Outstanding Shares. As of January 31, 2008, Barington Offshore Advisors II, LLC beneficially owns 100 shares of Common Stock. As the investment advisor to Barington Companies Offshore Fund, Ltd. Barington Offshore Advisors II, LLC may also be deemed to beneficially own the 470,970 shares of Common Stock beneficially owned by Barington Companies Offshore Fund, Ltd., constituting an aggregate of 471,070 shares of Common Stock, representing approximately 3.23% of the Issued and Outstanding Shares. As of January 31, 2008, Barington Capital Group, L.P. beneficially owns 100 shares of Common Stock. As the majority member of Barington Companies Investors, LLC, Barington Companies Management, LLC, Barington Companies Advisors, LLC, Barington Offshore Advisors, LLC and Barington Offshore Advisors II, LLC, Barington Capital Group, L.P. may also be deemed to beneficially own the 268,996 shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P., the 136,117 shares of Common Stock beneficially owned by Barington Investments, L.P., the 470,970 shares of Common Stock beneficially owned by Barington Companies Offshore Fund, Ltd., the 100 shares of Common Stock beneficially owned by Barington Companies Investors, LLC, the 100 shares of Common Stock beneficially owned by Barington Companies Management, LLC, the 100 shares of Common Stock beneficially owned by Barington Companies Advisors, LLC, the 100 shares of Common Stock beneficially owned by Barington Offshore Advisors, LLC and the 100 shares of Common Stock beneficially owned by Barington Offshore Advisors II, LLC, constituting an aggregate of 876,683 shares, representing approximately 6.01% of the Issued and Outstanding Shares. As the general partner of Barington Capital Group, L.P., LNA Capital Corp. may be deemed to beneficially own the 268,996 shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P., the 136,117 shares of Common Stock beneficially owned by Barington Investments, L.P., the 470,970 shares of Common Stock beneficially owned by Barington Companies Offshore Fund, Ltd. the 100 shares of Common Stock beneficially owned by Barington Companies Investors, LLC, the 100 shares of Common Stock beneficially owned by Barington Companies Management, LLC, the 100 shares of Common Stock beneficially owned by Barington

 

 

 

Page 23 of 31 Pages

Companies Advisors, LLC, the 100 shares of Common Stock beneficially owned by Barington Offshore Advisors, LLC, the 100 shares of Common Stock beneficially owned by Barington Offshore Advisors II, LLC and the 100 shares of Common Stock beneficially owned by Barington Capital Group, L.P., constituting an aggregate of 876,683 shares of Common Stock, representing approximately 6.01% of the Issued and Outstanding Shares. As of January 31, 2008, James A. Mitarotonda beneficially owns 150 shares of Common Stock. As the sole stockholder and director of LNA Capital Corp., James A. Mitarotonda may also be deemed to beneficially own the 268,996 shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P., the 136,117 shares of Common Stock beneficially owned by Barington Investments, L.P., the 470,970 shares of Common Stock beneficially owned by Barington Companies Offshore Fund, Ltd. the 100 shares of Common Stock beneficially owned by Barington Companies Investors, LLC, the 100 shares of Common Stock beneficially owned by Barington Companies Management, LLC, the 100 shares of Common Stock beneficially owned by Barington Companies Advisors, LLC, the 100 shares of Common Stock beneficially owned by Barington Offshore Advisors, LLC, the 100 shares of Common Stock beneficially owned by Barington Offshore Advisors II, LLC and the 100 shares of Common Stock beneficially owned by Barington Capital Group, L.P., constituting an aggregate of 876,833 shares of Common Stock, representing approximately 6.01% of the Issued and Outstanding Shares. Mr. Mitarotonda has sole voting and dispositive power with respect to the 150 shares of Common Stock beneficially owned by him, the 268,996 shares of Common Stock beneficially owned by Barington Companies Equity Partners, L.P., the 136,117 shares of Common Stock beneficially owned by Barington Investments, L.P., the 470,970 shares of Common Stock beneficially owned by Barington Companies Offshore Fund, Ltd. the 100 shares of Common Stock beneficially owned by Barington Companies Investors, LLC, the 100 shares of Common Stock beneficially owned by Barington Companies Management, LLC, the 100 shares of Common Stock beneficially owned by Barington Companies Advisors, LLC, the 100 shares of Common Stock beneficially owned by Barington Offshore Advisors, LLC, the 100 shares of Common Stock beneficially owned by Barington Offshore Advisors II, LLC and the 100 shares of Common Stock beneficially owned by Barington Capital Group, L.P. Mr. Mitarotonda disclaims beneficial ownership of any such shares except to the extent of his pecuniary interest therein.

As of January 31, 2008, RJG Capital Partners, L.P. beneficially owns 17,200 shares of Common Stock, representing approximately 0.12% of the Issued and Outstanding Shares. As the general partner of RJG Capital Partners, L.P., RJG Capital Management, LLC may be deemed to beneficially own the 17,200 shares owned by RJG Capital Partners, L.P., representing approximately 0.12% of the Issued and Outstanding Shares. As of January 31, 2008, Ronald J. Gross beneficially owns 5 shares of Common Stock. As the managing member of RJG Capital Management, LLC, which in turn is the general partner of RJG Capital Partners, L.P., Mr. Gross may also be deemed to beneficially own the 17,200 shares owned by RJG Capital Partners, L.P., constituting an aggregate of 17,205 shares of Common Stock, representing approximately 0.12% of the Issued and Outstanding Shares. Mr. Gross has sole voting and dispositive power with respect to the 5 shares owned by him and the 17,200 shares owned by RJG Capital Partners, L.P. by virtue of his authority to vote and dispose of such shares. Mr. Gross disclaims beneficial ownership of any such shares except to the extent of his pecuniary interest therein.

As of January 31, 2008, Esopus Creek Value L.P. beneficially owns 405,000 shares of Common Stock, representing approximately 2.78% of the Issued and Outstanding Shares. As of January 31, 2008, Andrew L. Sole beneficially owns 72,000 shares of Common Stock

 

 

 

Page 24 of 31 Pages

representing 0.49% of the Issued and Outstanding Shares. As of January 31, 2008, Joseph S. Criscione beneficially owns 54,700 shares of Common Stock representing 0.37% of the Issued and Outstanding Shares. As the general partner of Esopus Creek Value L.P., Esopus Creek Advisors LLC may be deemed to beneficially own the 405,000 shares of Common Stock beneficially owned by Esopus Creek Value L.P., representing approximately 2.78% of the Issued and Outstanding Shares. As managing members of Esopus Creek Advisors LLC and as portfolio managers to Esopus Creek Value L.P., each of Andrew L. Sole and Joseph S. Criscione may also be deemed to beneficially own the 405,000 shares of Common Stock beneficially owned by Esopus Creek Value L.P. constituting an aggregate of 477,000 and 459,700 shares of Common Stock, respectively, representing approximately 3.27% and 3.15% of the Issued and Outstanding Shares, respectively. Andrew L. Sole and Joseph S. Criscione share the power to vote and to direct the vote and the power to dispose and to direct the disposition of the 405,000 shares of Common Stock beneficially owned by Esopus Creek Value L.P. Andrew L. Sole has sole voting and dispositive power with respect to the 72,000 shares of Common Stock beneficially owned by him. Joseph S. Criscione has sole voting and dispositive power with respect to the 54,700 shares of Common Stock beneficially owned by him.

The Reporting Entities do not believe that certain of the foregoing information is called for by the Items of Schedule 13D and are disclosing it for supplemental informational purposes only. Information with respect to each of the Reporting Entities is given solely by such Reporting Entity and no Reporting Entity shall have responsibility for the accuracy or completeness of information supplied by another Reporting Entity.

(b)         Each of the Reporting Entities may be deemed to have sole voting and dispositive power over the shares of Common Stock reported as beneficially owned by such person by virtue of their respective positions as described in paragraph (a), except that Messrs. Sole and Criscione have shared authority to vote and dispose of the shares reported as beneficially owned by Esopus Creek Value L.P. and Esopus Creek Advisors LLC.

 

Except as set forth above, each of the other Reporting Entities may be deemed to have sole voting and dispositive power with respect to the shares of Common Stock each reports as beneficially owned by such person, regardless of the fact that multiple Reporting Entities within the same chain of ownership report sole voting and dispositive power with respect to such shares. Each such Reporting Entity reports sole voting and dispositive power with respect to such shares based on such person’s relationship to the other Reporting Entities within the same chain of ownership. Except to the extent expressly stated herein, each Reporting Entity disclaims beneficial ownership of any shares of Common Stock beneficially owned by any other Reporting Entity.

 

(c)          Information concerning all transactions in shares of Common Stock effected by the Reporting Entities since the filing of the Statement are described in Schedule I attached hereto and incorporated herein by reference.

 

Item 7.

Material to be Filed as Exhibits.

 

99.7

Press release issued by Barington Capital Group, L.P., Esopus Creek Advisors LLC and RJG Capital Management, LLC, dated January 31, 2008.

 

 

 

Page 25 of 31 Pages

SIGNATURES

After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certify that the information set forth in this Statement is true, complete and correct.

Dated:

February 1, 2008

 

 

 

BARINGTON COMPANIES EQUITY

 

 

PARTNERS, L.P.

 

 

By: Barington Companies Investors, LLC, its
general partner

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Managing Member

 

 

 

BARINGTON COMPANIES INVESTORS, LLC

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Managing Member

 

 

 

BARINGTON COMPANIES MANAGEMENT, LLC

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Managing Member

 

 

 

BARINGTON INVESTMENTS, L.P.

 

 

By: Barington Companies Advisors, LLC, its
general partner

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Managing Member

 

 

 

BARINGTON COMPANIES ADVISORS, LLC.

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Managing Member

 

 

 

Page 26 of 31 Pages

 

 

 

BENCHMARK OPPORTUNITAS FUND PLC

 

 

By: Barington Offshore Advisors, LLC

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Managing Member

 

 

 

BARINGTON OFFSHORE ADVISORS, LLC

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Managing Member

 

 

 

BARINGTON COMPANIES OFFSHORE FUND, LTD.

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Authorized Signatory

 

 

 

BARINGTON OFFSHORE ADVISORS II, LLC

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: Managing Member

 

 

 

BARINGTON CAPITAL GROUP, L.P.

 

 

By: LNA Capital Corp., its general partner

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: President and CEO

 

 

 

LNA CAPITAL CORP.

 

 

By: /s/ James A. Mitarotonda

 

Name: James A. Mitarotonda

 

Title: President and CEO

 

 

/s/ James A. Mitarotonda

 

James A. Mitarotonda

 

 

 

Page 27 of 31 Pages

 

 

 

RJG CAPITAL PARTNERS, L.P.

 

 

By: RJG Capital Management, LLC, its general partner

 

 

By: /s/ Ronald J. Gross

 

Name: Ronald J. Gross

 

Title: Managing Member

 

 

 

 

RJG CAPITAL MANAGEMENT, LLC

 

 

By: /s/ Ronald J. Gross

 

Name: Ronald J. Gross

 

Title: Managing Member

 

 

 

/s/ Ronald J. Gross

 

 

Ronald J. Gross

 

 

 

ESOPUS CREEK VALUE L.P.

 

 

By: Esopus Creek Advisors LLC, its general partner

 

 

By: /s/ Andrew L. Sole

 

Name: Andrew L. Sole

 

Title: Managing Member

 

 

 

ESOPUS CREEK ADVISORS LLC

 

 

By: /s/ Andrew L. Sole

 

Name: Andrew L. Sole

 

Title: Managing Member

 

 

 

/s/ Andrew L. Sole

 

 

Andrew L. Sole

 

 

 

/s/ Joseph S. Criscione

 

 

Joseph S. Criscione

 

 

 

Page 28 of 31 Pages

SCHEDULE I

This schedule sets forth information with respect to each purchase and sale of Common Stock which was effectuated by the Reporting Entities since the filing of the Statement. All transactions were effectuated in the open market through a broker.

 

 

Shares sold by Benchmark Opportunitas Fund plc

 

 

 

 

 

 

 

 

 

Date

 

Number of Shares

 

Price Per Share

 

Cost (*)

 

1/25/2008

 

(4,200)

 

$11.500

 

$(48,300.00)

 

1/28/2008

 

(4,063)

 

$11.155

 

$(45,322.77)

 

 

 

 

 

 

 

 

 

 

 

(*)

Excludes commissions and other execution-related costs

 

 

 

 

 EX-99.7 2 exh99_7.htm PRESS RELEASE

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FOR IMMEDIATE RELEASE

 

MEDIA CONTACT:

January 31, 2008

 

Somna Maraj

 

 

Edelman

 

 

(212) 704-8175

 

 

SHAREHOLDER GROUP RESPONDS TO SYMS CORP

LETTER TO SHAREHOLDERS

 

New York, NY, January 31, 2008 – A group of shareholders led by Barington Capital Group, L.P. and Esopus Creek Advisors LLC that owns over 9.8% of the outstanding shares of Syms Corp released a letter today to its fellow shareholders. The letter responds to the January 28, 2008 letter sent to shareholders by Marcy Syms, the Company’s Chief Executive Officer.

 

Despite the protests of shareholders, the Company delisted from the New York Stock Exchange on January 14, 2008 and is planning to deregister its shares under the federal securities laws on April 1, 2008. As the Company noted in a December 21, 2007 filing with the Securities and Exchange Commission, “The Company took such action voluntarily, based upon ownership by fewer than 300 holders of record of its shares...” The Company’s stock, which has fallen by over 32% since the Company announced its plans to deregister and delist, now trades on the pink sheets under the symbol “SYMZ.”

 

“We believe the Company’s recent letter to shareholders, which attempts to support its decision to deregister and delist its shares, is extremely disingenuous. Among other things, it conveniently omits a glaring fact - that approximately $80 million in shareholder value has been lost to date as a result of these actions,” stated Andrew L. Sole, a Managing Member of Esopus Creek Advisors LLC. “The letter also fails to mention that these actions will deprive shareholders of the protections that regulatory oversight provides investors. Simply put, we are convinced that these actions will severely harm the minority shareholders of Syms Corp.”

 

Members of the shareholder group have begun the process of registering some of their shares in their own names, as the Company may not deregister if it has 300 or more shareholders of record. The shareholder group encourages its fellow shareholders to promptly contact the banks or brokerage firms that hold their shares and do the same. The shareholder group believes that there are over 1,000 shareholders of Syms Corp (most of whom have their shares registered in “street name” rather than in their own name), approximately 240 of which are currently shareholders of record.

 

A copy of the shareholder group’s letter is attached to this press release.

 

About Barington Capital Group:

 

Barington Capital Group, L.P. is an investment firm that, through its affiliates, primarily invests in undervalued, small and mid-capitalization companies. Barington and its principals are experienced value-added investors who have taken active roles in assisting companies in creating or improving shareholder value. Barington and its affiliates have been shareholders of Syms Corp since February 2004 and own approximately 6.1% of the outstanding common stock of the Company.

 

 

 

30 of 31 Pages

 

About Esopus Creek Advisors:

 

Esopus Creek Advisors LLC is the investment advisor of Esopus Creek Value L.P., a private investment fund that invests on behalf of institutions and high net worth individuals. Esopus and/or its affiliates have been shareholders of Syms Corp since 2003 and own approximately 3.6% of the outstanding common stock of the Company.

 

* * * * *

 

 

January 31, 2008

 

Dear Fellow Syms Corp Shareholder:

 

We are members of a group of shareholders that owns over 9.8% of the outstanding shares of Syms Corp. As long-term investors in the Company, we are extremely displeased with the Company’s recent decision to deregister its common stock under the federal securities laws and delist from the New York Stock Exchange, which to date has destroyed approximately $80 million in shareholder value.

 

We are convinced that the delisting and deregistration will be extremely damaging to the Company’s minority shareholders. Among other things, minority shareholders will lose the visibility and liquidity associated with having the Company’s shares traded on a prominent national stock exchange. In addition, shareholders will no longer be assured access to detailed financial and other information concerning their investment on a continuing basis and will lose the benefit that regulatory oversight from a national stock exchange and the Securities and Exchange Commission provides for investors.

 

As noted in a January 8, 2008 report published by RiskMetrics Group, a leading provider of corporate governance and proxy advisory services:

 

“[W]e are skeptical that liquidity will not be adversely affected by a move to the Wild West outpost known as the Pink Sheets. Most issuers expend a lot of effort and expense to achieve a listing on a major exchange. Syms’ eagerness to move against the tide is curious, to say the least...The company’s decision to deregister understandably surprised minority shareholders who have invested in Syms based on an assumption that they would be guaranteed access to audited financial statements and other important disclosure items as long as the company remained public.”

 

The Company has publicly stated that the delisting and deregistration is expected to generate approximately $750,000 in annual savings. While we are supportive of efforts to reduce expenses, we are shocked that the Syms’ Board would permit cost cutting in areas that are so damaging to the fundamental rights of the public shareholders that it has a fiduciary duty to protect.

 

 

 

31 of 31 Pages

 

Ms. Syms has attempted to impugn our integrity and motives in her letter to shareholders, which we do not appreciate. Our sole interest, like that of any public shareholder, is to see our investment in Syms Corp grow and prosper without any loss of liquidity or regulatory oversight. If the Company’s is truly focused on the interests of its public shareholders, we suggest that the Board put the decision to deregister and delist to a vote and let the minority shareholders decide for themselves what course of action should be taken. Unfortunately, we strongly doubt that the Company’s management team will ever allow such a vote to take place.

 

Our shareholder group has filed a lawsuit against the Board of Directors of the Company with the Superior Court of the State of New Jersey, Chancery Division - Bergen County, and a separate class action has been filed by another shareholder with the same court. Both actions seek, among other things, to enjoin the directors from causing the Company to deregister its common stock and to compel the directors to cause the Company to relist its shares on a nationwide securities exchange.

 

While we intend to vigorously pursue the litigation, there can be no assurance as to how, or when, it will be resolved. As a result, we have begun the process of registering in our own names some of our shares of Syms Corp as the Company may not deregister if it has 300 or more shareholders of record. We strongly encourage our fellow shareholders to promptly contact the banks or brokerage firms that hold their shares and register their shares in their own name or names. While it is our belief that there are over 1,000 shareholders of Syms, most shareholders currently have their shares registered in “street name” (i.e. in the name of the bank or brokerage firm that holds the shares) rather than in their own name. We currently estimate that the Company has approximately 240 shareholders of record.

 

Thank you for considering this very important matter.

 

Sincerely,

 

 

/s/ James A. Mitarotonda

 

/s/ Andrew L. Sole

 

/s/ Ronald J. Gross

 

 

 

 

 

James A. Mitarotonda

 

Andrew L. Sole

 

Ronald J. Gross

Chairman and CEO

 

Managing Member

 

Managing Member

Barington Capital Group, L.P.

 

Esopus Creek Advisors LLC

 

RJG Capital Management, LLC

 

 

# # #

 

 

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