0001209191-11-061908.txt : 20111216 0001209191-11-061908.hdr.sgml : 20111216 20111216202226 ACCESSION NUMBER: 0001209191-11-061908 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111207 FILED AS OF DATE: 20111216 DATE AS OF CHANGE: 20111216 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OLSHANSKY JOSH CENTRAL INDEX KEY: 0001517606 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-21296 FILM NUMBER: 111267815 MAIL ADDRESS: STREET 1: C/O GOLDEN GATE PRIVATE EQUITY, INC. STREET 2: 1 EMBARCADERO CENTER CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PACIFIC SUNWEAR OF CALIFORNIA INC CENTRAL INDEX KEY: 0000874841 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] IRS NUMBER: 953759463 STATE OF INCORPORATION: CA FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 3450 EAST MIRALOMA AVENUE CITY: ANAHEIM STATE: CA ZIP: 92806 BUSINESS PHONE: 714-414-4000 MAIL ADDRESS: STREET 1: 3450 EAST MIRALOMA AVENUE CITY: ANAHEIM STATE: CA ZIP: 92806 3 1 c26058_3x1.xml MAIN DOCUMENT DESCRIPTION X0204 3 2011-12-07 0 0000874841 PACIFIC SUNWEAR OF CALIFORNIA INC PSUN 0001517606 OLSHANSKY JOSH C/O GOLDEN GATE PRIVATE EQUITY, INC. ONE EMBARCADERO CENTER, 39TH FLOOR SAN FRANCISCO CA 94111 1 0 1 0 Officer/Other Description Series B Preferred Stock, par value $0.01 1.75 2011-12-07 2021-12-07 Common Stock, par value $0.01 13473537 I See Footnote Mr. Olshansky is a Managing Director of Golden Gate Capital, a private equity firm and sponsor of PS Holdings of Delaware, LLC - Series A ("PS Holdings"). PS Holdings is the direct beneficial owner of 1,000 shares of Series B Preferred Stock, which are immediately convertible into 13,473,537 shares of Common Stock. PS Holdings is beneficially owned by (a) Golden Gate Capital Opportunity Fund, L.P., (b) Golden Gate Capital Opportunity Fund-A, L.P., (c) GGCOF Co-Invest, L.P., and (d) GGCOF Third Party Co-Invest, L.P. GGC Opportunity Fund Management GP, Ltd. is the ultimate general partner of the funds listed in clauses (a) through (d), and has the power to vote or dispose of the securities held by PS Holdings. GGC Opportunity Fund Management GP, Ltd. is governed by its directors. Mr. Olshansky disclaims beneficial ownership of the Series B Preferred Stock held by PS Holdings, except to the extent of his pecuniary interest therein. Exhibit List: Exhibit 24 - Power of Attorney. /s/ Patrick Huard as Attorney in Fact 2011-12-16 EX-24 2 c26058_24.htm POWER OF ATTORNEY Power of Attorney
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints each of Stephen D. Oetgen and Patrick D. Huard, signing singly, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:
(1) prepare, execute, acknowledge, deliver and file Forms 3, 4 and 5 (including any amendments thereto) with respect to the securities of Pacific Sunwear of California, Inc., a California corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);
(2) seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and
(3) perform any and all other acts which in the discretion of such attorneys-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.
The undersigned acknowledges that:
(1) this Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;
(2) any documents prepared and/or executed by any of the attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his discretion, deems necessary or desirable;
(3) neither the Company nor any of the attorneys-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and
(4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act.

 

 

The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, with full power of substitution and revocation, hereby ratifying all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Power of Attorney.
This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each of such attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 16th day of December 2011.
       
/s/ Joshua Olshansky    
Name:   Joshua Olshansky