-----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, ItEq+1Cmfzg5QFl3ezh/OIyu8FNcfetYoQqhkOHQsYQA2Hqq/uokM2dxTFfNOzMD Of30QOdg/VLVNg+F6FpxgQ== 0000950123-02-009018.txt : 20020919 0000950123-02-009018.hdr.sgml : 20020919 20020919123152 ACCESSION NUMBER: 0000950123-02-009018 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020919 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROSNER MYRON CENTRAL INDEX KEY: 0000905368 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 90 WOODBRIDGE CENTER DR. STREET 2: SUITE 900 BOX 10 CITY: WOODBRIDGE STATE: NJ ZIP: 07096 MAIL ADDRESS: STREET 1: 90 WOODBRIDGE CENTER DR. STREET 2: SUITE 900 BOX 10 CITY: WOODBRIDGE STATE: NJ ZIP: 07096 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RUSS BERRIE & CO INC CENTRAL INDEX KEY: 0000739878 STANDARD INDUSTRIAL CLASSIFICATION: DOLLS & STUFFED TOYS [3942] IRS NUMBER: 221815337 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-35778 FILM NUMBER: 02767538 BUSINESS ADDRESS: STREET 1: 111 BAUER DR CITY: OAKLAND STATE: NJ ZIP: 07436 BUSINESS PHONE: 2013379000 MAIL ADDRESS: STREET 2: 111 BAUER DRIVE CITY: OAKLAND STATE: NJ ZIP: 07436 FORMER COMPANY: FORMER CONFORMED NAME: BERRIE RUSS & CO INC DATE OF NAME CHANGE: 19920703 SC 13D/A 1 y64062sc13dza.txt AMENDMENT NO. 6 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- SCHEDULE 13D UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (AMENDMENT NO. 6)(1) Russ Berrie and Company, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.10 stated value - -------------------------------------------------------------------------------- (Title of Class of Securities) 782233 10 0 - -------------------------------------------------------------------------------- (CUSIP Number) Joel I. Greenberg, Esq. Kaye Scholer LLP, 425 Park Avenue, New York, New York 10022 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 13, 2002 - -------------------------------------------------------------------------------- (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 / /. Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. (Continued on following pages) - ----------------- (1) 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). Page 1 of 5 SCHEDULE 13D CUSIP No. 782233 10 0 PAGE 2 OF 5 PAGES - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Myron Rosner - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* 00 - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) / / - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 2,757 NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 4,927,986 OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 2,757 PERSON WITH 10 SHARED DISPOSITIVE POWER 4,927,986 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,930,743 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* /X/ - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 24.1 % - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 5 SCHEDULE 13D The statement on Schedule 13D relating to the common stock, $0.10 stated value per share, of Russ Berrie and Company, Inc., a New Jersey corporation (the "Company"), filed on February 21, 2002 by Myron Rosner (the "Initial Schedule 13D"), as amended by Amendment Number 1 to the statement on Schedule 13D, filed on March 18, 2002 by Myron Rosner ("Amendment Number 1") as amended by Amendment Number 2 to the statement on Schedule 13D, filed on May 9, 2002 by Myron Rosner ("Amendment Number 2"), as amended by Amendment Number 3 to the statement on Schedule 13D, filed on July 10, 2002 by Myron Rosner ("Amendment Number 3"), as amended by Amendment Number 4 to the statement on Schedule 13D, filed on August 9, 2002 by Myron Rosner ("Amendment Number 4") and as amended by Amendment Number 5 to the statement on Schedule 13D, filed on August 22, 2002 by Myron Rosner ("Amendment Number 5" and together with the Initial Schedule 13D, Amendment Number 1, Amendment Number 2, Amendment Number 3 and Amendment Number 4, the "Schedule 13D") is hereby amended as follows. The following transaction occurred prior to the filing of Amendment Number 5 but was not included in such amendment: on August 7, 2002, The Russell Berrie 2002A Trust, of which Mr. Rosner is a co-trustee possessing shared voting power and shared dispositive power with respect to the shares held by such trust, gifted 20 shares. Except as otherwise amended, the Schedule 13D remains the same. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a)-(b) Mr. Rosner beneficially owns 4,930,743 shares, which represents 24.1% of the Company's outstanding common stock (based on 20,436,873 shares of common stock outstanding as of August 1, 2002), as follows: (i) 2,757 shares held in a roll-over IRA plan, of which Mr. Rosner has sole voting power and sole dispositive power with respect to the shares. (ii) 750 shares held by Mr. Rosner as joint tenant with his spouse, with respect to which Mr. Rosner has shared voting power and shared dispositive power. (iii) 2,000,000 shares held of record by The Russell Berrie 2001 Annuity Trust, of which Mr. Rosner is a co-trustee possessing shared voting power and shared dispositive power with respect to the shares held by such trust. (iv) 2,927,236 shares held of record by The Russell Berrie 2002A Trust, of which Mr. Rosner is a co-trustee possessing shared voting power and shared dispositive power with respect to the shares held by such trust. Page 3 of 5 This statement does not include 605 shares held beneficially and of record by The Russell Berrie Foundation, a New Jersey Nonprofit Corporation, of which Mr. Rosner is a co-trustee. This statement also does not include 5,305,194 shares held of record by The Russell Berrie 1999 Charitable Remainder Trust. Mr. Rosner is not trustee of, and has no power to revoke, The Russell Berrie 1999 Charitable Remainder Trust, but does have the right to remove the trustee and appoint a successor trustee. (c) The following transaction was effected since filing Amendment Number 5. (i) Effective September 13, 2002, Mr. Rosner resigned as a trustee of The Leslie Berrie 1993 Trust. (d) Other than Myron Rosner, Liesa Rosner and Russell Berrie, no person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares described as included in Item 5(a)-(b). (e) Not applicable. Page 4 of 5 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. September 18, 2002 ---------------------------------------- (Date) /s/ Myron Rosner ---------------------------------------- (Signature) Myron Rosner ---------------------------------------- (Name) Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----