-----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, PlVQr/UDnljsETcLvVMcvSdGmN6199ZOLyftDz836P3UQX1hcI12hSS69XvhnwYe U2yal3mwpxM+wvfNjevXQg== 0000897446-95-000033.txt : 19950621 0000897446-95-000033.hdr.sgml : 19950621 ACCESSION NUMBER: 0000897446-95-000033 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950620 SROS: AMEX SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MUNSINGWEAR INC CENTRAL INDEX KEY: 0000069067 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', CHILDREN'S & INFANTS' UNDERGARMENTS [2340] IRS NUMBER: 410429620 STATE OF INCORPORATION: DE FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-20258 FILM NUMBER: 95548069 BUSINESS ADDRESS: STREET 1: 8000 W 78TH ST STE 400 CITY: MINNEAPOLIS STATE: MN ZIP: 55439 BUSINESS PHONE: 6129435000 MAIL ADDRESS: STREET 1: 8000 W 78TH ST STE 400 CITY: MINNEAPOLIS STATE: MN ZIP: 55439 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FLEX HOLDING CORP CENTRAL INDEX KEY: 0000772065 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133256964 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 767 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 2126444500 MAIL ADDRESS: STREET 1: 1233 20TH STREET SC 13D/A 1 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Munsingwear, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 62632010 (CUSIP Number) Arnold M. Amster 767 Fifth Avenue New York, New York 10153 (212) 664-4500 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 19, 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 this statement / /. (A fee is not required only if the filing 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.) (continued on the following pages) (Page 1 of 11 pages) 2
SCHEDULE 13D CUSIP No. 62632010 Page 2 of 11 1 NAME OF REPORTING PERSONS Arnold M. Amster S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Intentionally Omitted 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER 46,500 SHARES BENEFICIALLY 8 SHARED VOTING POWER 161,700 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 46,500 REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 161,700 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 161,700 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.98% 14 TYPE OF REPORTING PERSON* IN
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SCHEDULE 13D CUSIP No. 6232010 Page 3 of 11 1 NAME OF REPORTING PERSONS Peggy J. Amster S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE Intentionally PERSONS Omitted 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER 26,100 SHARES BENEFICIALLY 8 SHARED VOTING POWER 0 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 26,100 REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 26,100 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.29% 14 TYPE OF REPORTING PERSON* IN
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SCHEDULE 13D CUSIP No. 62632010 Page 4 of 11 1 NAME OF REPORTING PERSONS Peggy J. Amster, as S.S. or I.R.S. IDENTIFICATION NO. OF custodian for Wendy ABOVE PERSONS Amster Intentionally Omitted 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER 0 SHARES BENEFICIALLY 8 SHARED VOTING POWER 5,000 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 5,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11).24% 14 TYPE OF REPORTING PERSON* IN
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SCHEDULE 13D CUSIP No. 62632010 Page 5 of 11 1 NAME OF REPORTING PERSONS Robert M. Boyar S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE Intentionally PERSONS Omitted 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER 6,400 SHARES BENEFICIALLY 8 SHARED VOTING POWER 0 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 6,400 REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 6,400 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .31% 14 TYPE OF REPORTING PERSON* IN
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SCHEDULE 13D CUSIP No. 62632010 Page 6 of 11 1 NAME OF REPORTING PERSONS Trust for benefit of S.S. or I.R.S. IDENTIFICATION OF Peggy J. Amster ABOVE PERSONS Intentionally Omitted 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 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) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER 0 SHARES BENEFICIALLY 8 SHARED VOTING POWER 2,000 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 2,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 2,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .09% 14 TYPE OF REPORTING PERSON* OO
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SCHEDULE 13D CUSIP No. 62632010 Page 7 of 11 1 NAME OF REPORTING PERSONS Trust for benefit of Linda Preuss S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE Intentionally Omitted PERSONS 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 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) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER 0 SHARES BENEFICIALLY 8 SHARED VOTING POWER 2,000 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 2,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 2,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .09% 14 TYPE OF REPORTING PERSON* OO
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SCHEDULE 13D CUSIP No. 62632010 Page 8 of 11 1 NAME OF REPORTING PERSONS Flex Holding Corp. S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE Intentionally Omitted PERSONS 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 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) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER 85,100 SHARES BENEFICIALLY 8 SHARED VOTING POWER 0 OWNED BY EACH 9 SOLE DISPOSITIVE POWER 85,100 REPORTING PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORT PERSON 85,100 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.2% 14 TYPE OF REPORTING PERSON* CO
9 Item 3. Source and Amount of Funds or Other Consideration The response to Item 3 is hereby amended by deleting the entire text thereof and inserting the following in lieu thereof. The source and amount of funds (excluding commissions) used by each of the Reporting Persons to acquire the shares of the Common Stock reported in Item 5 below was as follows:
Name Amount Source of Funds Arnold M. Amster $349,525.06 personal funds* Peggy J. Amster $164,135.00 personal funds* Peggy J. Amster, as custodian for Wendy Amster $37,812.50 personal funds Robert M. Boyar $50,599.00 personal funds Trust for the benefit of Peggy J. Amster $14,100.00 trust funds Trust for the benefit of Linda Preuss $14,100.00 trust funds Flex Holding Corp. $672,230.00 working capital*
- -------------------------- *The shares of Common Stock owned by Arnold M. Amster, Peggy J. Amster, and Flex Holding Corp. were purchased in their respective brokerage margin accounts on customary margin terms. Item 5. Interest in Securities of the Issuer (a) The response to Item 5(a) is hereby amended by deleting the entire text thereof and inserting the following in lieu thereof. The ownership by the Reporting Persons of shares of Common Stock and the percentage of the outstanding shares of Common Stock represented thereby is as follows:
Name Number of Shares Percentage Arnold M. Amster 46,500 (1) 2.29% (1) Peggy J. Amster 26,100 (2) 1.29% (2) Peggy J. Amster, as custodian for Wendy Amster 5,000 .2% Robert M. Boyar 6,400 .3% Trust for the benefit of Peggy J. Amster 2,000 .1% Trust for the benefit of Linda Preuss 2,000 .1% Flex Holding Corp. 85,100 4.2%
- ------------------- (1) Excludes shares of Common Stock owned by the other Reporting Persons. Arnold M. Amster shares voting and dispositive power with respect to the shares of Common Stock owned by: Peggy J. Amster; Peggy J. Amster, as custodian for Wendy Amster; Trust for the benefit of Peggy J. Amster; Trust for the benefit of Linda Preuss; and Flex Holding Corp. Accordingly, Arnold M. Amster may be deemed to be the beneficial owner of all of the 161,700 shares owned by the Reporting Persons (other than Robert M. Boyar), representing 7.98% of the outstanding shares of Common Stock. Arnold M. Amster disclaims beneficial ownership of any of the shares of Common Stock owned by the other Reporting Persons. (2) Includes shares of Common Stock owned by Peggy J. Amster, as custodian for Wendy Amster, as to which shares Peggy J. Amster disclaims beneficial ownership. 11 (c) The response to Item 5(c) is hereby amended by adding the following thereto. Set forth below is certain information concerning all transactions in the Common Stock in which the Reporting Persons have engaged during the past 60 days:
Name of Reporting Person Date Number of Shares Bought/Sold Price per Share Arnold M. Amster 05/24/95 600 Bought $7.75 05/26/95 1,000 Bought $7.875 05/26/95 100 Bought $7.75 05/30/95 900 Bought $7.75 06/01/95 1,000 Bought $7.75 Peggy J. Amster 05/24/95 200 Bought $7.75 05/30/95 600 Bought $7.75 05/31/95 2,500 Bought $8.00 06/02/95 1,000 Bought $8,00 06/06/95 700 Bought $7.875 06/07/95 1,300 Bought $7.875 06/12/95 500 Bought $7.75 06/19/95 1,000 Bought $8.00 06/19/95 2,500 Bought $8.00 Flex Holding Corp.05/23/95 5,000 Bought $7.50 05/24/95 300 Bought $7.75 05/24/95 2,800 Bought $7.625 05/25/95 1,000 Bought $7.75 06/12/95 400 Bought $7.75 06/15/95 200 Bought $8.00 06/19/95 500 Bought $7.875 06/19/95 1,000 Bought $8.00 06/19/95 1,000 Bought $8.00
All of such transactions were effected on the New York Stock Exchange. Signature The undersigned, after reasonable inquiry and to the best of their knowledge and belief, certify that the information set forth in this statement is true, complete and correct. June 19, 1995 /s/ Arnold M. Amster Arnold M. Amster /s/ Peggy J. Amster* Peggy J. Amster /s/ Peggy J. Amster* Peggy J. Amster, as custodian for Wendy Amster /s/ Robert M. Boyar* Robert M. Boyar TRUST FOR THE BENEFIT OF PEGGY J. AMSTER By /s/ Arnold M. Amster Arnold M. Amster, Trustee TRUST FOR THE BENEFIT OF LINDA PREUSS By /s/ Arnold M. Amster Arnold M. Amster, Trustee FLEX HOLDING CORP. By /s/ Arnold M. Amster Arnold M. Amster, Chairman of the Board * By Arnold M. Amster Attorney-in-fact /s/ Arnold M. Amster Arnold M. Amster
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