-----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, JigiqJbV2o6hQHe/SKAyXuM5zk4JJzfqAcAZQIyvMPowSTYxpUBcwCqGH8W/tdAa SuGIsGPKM+aIpAPsu5KobQ== 0000919574-97-001114.txt : 19971119 0000919574-97-001114.hdr.sgml : 19971119 ACCESSION NUMBER: 0000919574-97-001114 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971118 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BROOKSTONE INC CENTRAL INDEX KEY: 0000830134 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] IRS NUMBER: 061182895 STATE OF INCORPORATION: DE FISCAL YEAR END: 0201 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-43209 FILM NUMBER: 97723742 BUSINESS ADDRESS: STREET 1: 17 RIVERSIDE STREET CITY: NASHUA STATE: NH ZIP: 03062 BUSINESS PHONE: 6038809500 MAIL ADDRESS: STREET 1: 17 RIVERSIDE ST CITY: NASHUA STATE: NH ZIP: 03062 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WRIGHT PETER A CENTRAL INDEX KEY: 0001020015 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O PAW CAPITAL CORP STREET 2: 10 GLENVILLE STREET CITY: GREENWICH STATE: CT ZIP: 06831-3638 BUSINESS PHONE: 2035318650 MAIL ADDRESS: STREET 1: C/O PAW CAPITAL CORP STREET 2: 10 GLENVILLE STREET CITY: GREENWICH STATE: CT ZIP: 06831-3638 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No.: 1 Name of Issuer: Brookstone, Inc. Title of Class of Securities: Common Stock CUSIP Number: 114537103 (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) Peter A. Wright, P.A.W. Capital Corp., 10 Glenville Street, Greenwich, CT 06831-3638; (203) 531-5400 (Date of Event which Requires Filing of this Statement) November 10, 1997 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 [ ]. 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 the disclosures provided in a prior cover page. 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). CUSIP No. 114537103 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Peter A. Wright 2. Check the Appropriate Box if a Member of a Group a. b. x 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization U.S. Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 8. Shared Voting Power: 567,000 9. Sole Dispositive Power: 10. Shared Dispositive Power: 567,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 567,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 2 13. Percent of Class Represented by Amount in Row (11) 7.25% 14. Type of Reporting Person IN 3 CUSIP No. 114537103 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person P.A.W. Capital Corp. 2. Check the Appropriate Box if a Member of a Group a. b. x 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 8. Shared Voting Power: 567,000 9. Sole Dispositive Power: 10. Shared Dispositive Power: 567,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 567,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 4 13. Percent of Class Represented by Amount in Row (11) 7.25% 14. Type of Reporting Person CO 5 The purpose of this Amendment No. 1 to the previously filed Schedule 13D is to report that the ownership of Mr. Peter A. Wright and P.A.W. Capital Corp. ("P.A.W.", and, together with Mr. Wright, the "Reporting Persons") in the Common Stock (the "Common Stock") of Brookstone, Inc. (the "Company") has decreased from 8.9% and 8.7%, respectively, to 7.25% and 7.25%, respectively, of the Company's outstanding Common Stock. All capitalized terms not defined herein have the meanings given them in the original Schedule 13D. Item 1. Security and Issuer ___________________ Common Stock of: Brookstone, Inc. 17 Riverside Street Nashua, New Hampshire 03062 Item 2. Identity and Background _______________________ This statement is being filed on behalf of Mr. Wright and P.A.W., a Delaware corporation. Mr. Wright is the majority shareholder and President of P.A.W. P.A.W.'s principal business is to act as an investment adviser; its principal office is at 10 Glenville Street, Greenwich, Connecticut 06831-3638. P.A.W. is the general partner of P.A.W. Capital Partners, L.P., the general partner of P.A.W. Partners, L.P., a Delaware limited partnership, and the investment manager of P.A.W. Offshore Fund Limited, a Bahamian corporation (together referred to as the "Funds"). Neither of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). Neither of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws. Mr. Wright is a citizen of the United States of America. 6 Item 3. Source and Amount of Funds or Other Consideration _________________________________________________ As of the date hereof, the Reporting Persons are deemed to beneficially own 567,000 shares of the Company's Common Stock. All 567,000 shares of Common Stock are held by the Funds or by managed accounts over which Mr. Wright or P.A.W. has investment discretion. The funds for the purchase of the Common Stock held in the Funds or managed accounts over which the Reporting Persons have investment discretion have come from each entity or account's own funds or from margin loans entered into in the ordinary course of business. Item 4. Purpose of Transactions _______________________ The shares of Common Stock beneficially owned by the Reporting Persons were acquired for, and are being held for, investment purposes. The Reporting Persons have no plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the instructions to Schedule 13D Item 5. Interest in Securities of Issuer ________________________________ As of the date hereof, the Reporting Persons are deemed to be the beneficial owners of 567,000 shares of the Company's Common Stock. Based on the Company's Form 10-Q filed on September 16, 1997, as of September 10, 1997 there were 7,820,384 shares of the Company's Common Stock outstanding. Therefore, the Reporting Persons are deemed to beneficially own 7.25% of the Company's outstanding shares of Common Stock. The Reporting Persons have the power to vote, direct the vote, dispose of or direct the disposition of all the shares of the Company's Common Stock that they currently are deemed to beneficially own. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer ______________________________________________________ The Reporting Persons have no contract, arrangement, understanding or relationship with any person with respect to the Common Stock of the Company. 7 Item 7. Material to be Filed as Exhibits ________________________________ Attached hereto as Exhibit A is a description of the transactions in the Common Stock of the Company that were effected by the Reporting Persons during the 60 days prior to November 10, 1997 through the date of this filing. 8 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. P.A.W. Capital Corp. By: /s/ Peter A. Wright _____________________________ Peter A. Wright, President /s/ Peter A. Wright _________________________________ Peter A. Wright November 18, 1997 9 Exhibit A Daily Transactions Common Stock Transaction Number of Shares Price Date Purchased or (Sold) Per Share ___________ ___________________ __________ 9/22/97 (27,000) $12.31 9/22/97 (8,700) 12.42 9/23/97 (5,000) 12.50 9/24/97 (2,500) 12.38 9/25/97 (6,000) 12.13 9/26/97 (8,100) 12.20 10/6/97 (5,400) 12.06 10/13/97 (500) 12.94 10/13/97 (8,000) 12.88 11/3/97 (3,500) 12.13 11/5/97 (2,500) 12.13 11/6/97 (5,000) 12.13 11/10/97 (2,500) 12.13 11/10/97 (900) 12.06 11/10/97 (5,400) 12.08 11/11/97 (8,100) 12.00 11/11/97 (5,400) 12.03 11/12/97 (2,700) 11.97 11/13/97 (3,000) 12.06 11/14/97 (4,600) 12.00 11/17/97 (2,900) 12.0625 11/17/97 (10,000) 12.00 10 00123001.AR9 -----END PRIVACY-ENHANCED MESSAGE-----