-----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, MMnG9nADavfymj6qxZy5Kq7GsrGdR259OPZSiD5AKD8fjFQonNbPH8gUu+wu9NDN OjUotmLiYfyQlt4Uw8DCJA== 0001011438-06-000515.txt : 20060727 0001011438-06-000515.hdr.sgml : 20060727 20060727133330 ACCESSION NUMBER: 0001011438-06-000515 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060727 DATE AS OF CHANGE: 20060727 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BON TON STORES INC CENTRAL INDEX KEY: 0000878079 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 232835229 STATE OF INCORPORATION: PA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-41835 FILM NUMBER: 06983866 BUSINESS ADDRESS: STREET 1: 2801 E MARKET ST CITY: YORK STATE: PA ZIP: 17402-2406 BUSINESS PHONE: 7177577660 MAIL ADDRESS: STREET 1: P O BOX 2821 CITY: YORK STATE: PA ZIP: 17405-2821 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RAIFF ROBERT M CENTRAL INDEX KEY: 0000944710 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 152 WEST 57TH STREET STREET 2: 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 MAIL ADDRESS: STREET 1: 375 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10152 SC 13D 1 form_sc13d-bonton.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. _)* The Bon-Ton Stores, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 09776J 101 (CUSIP Number) Patrick J. Dooley, Esq. Akin Gump Strauss Hauer & Feld LLP 590 Madison Avenue New York, New York 10022 (212) 872-1000 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 24, 2006 - -------------------------------------------------------------------------------- (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 ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-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 ss. 240.13d-7(b) 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 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 9 sequentially numbered pages SCHEDULE 13D CUSIP NO. 09776J 10 1 PAGE 2 OF 9 PAGES 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only) ROBERT M. RAIFF 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS (See Instructions) AF 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 CITIZEN 7 SOLE VOTING POWER 721,000 Number of Shares Beneficially Owned by 8 SHARED VOTING POWER 0 Each Reporting Person with 9 SOLE DISPOSITIVE POWER 721,000 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 721,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.12% 14 TYPE OF REPORTING PERSON (See Instructions) IN INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION. SCHEDULE 13D CUSIP NO. 09776J 10 1 PAGE 3 OF 9 PAGES ITEM 1. SECURITY AND ISSUER Securities: Common Stock, par value $0.01 per share Address of Principal The Bon-Ton Stores, Inc. ("Issuer") Executive Office of 2801 East Market Street the Issuer: York, Pennsylvania 17402 ITEM 2. IDENTITY AND BACKGROUND. (a), (b) and (c) This Schedule 13D is being filed on behalf of Robert M. Raiff ("Mr. Raiff"). The business address of Mr. Raiff is 152 West 57th Street, New York, New York 10019. Mr. Raiff is the president of Raiff Partners, Inc., a Delaware corporation ("Raiff Partners"), which acts as the manager of Centurion Investors, LLC, a Delaware limited liability company ("Centurion"). Centurion is the general partner of Centurion Long Term Strategies, LP ("CLTS"). Mr. Raiff is also the president of the sole general partner of Centurion Advisors, L.P. ("Centurion Advisors"), which manages advisory accounts on a discretionary basis and serves as Investment Manager of Centurion Long-Term Strategies Overseas, Ltd. ("Centurion Overseas" and, collectively with CLTS, the "Funds"). The Funds, collectively, are the record holder of 721,000 shares (the "Shares") of common stock of the Issuer (the "Common Stock"). Mr. Raiff's principal occupation is an investor. (d) and (e) During the last five years, Mr. Raiff (i) has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); and (ii) has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he was or is subject to 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 violation with respect to such laws. (f) Mr. Raiff is a United States citizen. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The aggregate amount of funds for all shares of Common Stock purchased by the Funds was $15,411,266.27. The source of funds used to purchase such shares was the capital contributions of the partners in the Funds. Mr. Raiff has not contributed any funds or other consideration towards the purchase of the Common Stock held by the Funds except insofar as he may have partnership interests in the Funds and made capital contributions to the Funds. SCHEDULE 13D CUSIP NO. 09776J 10 1 PAGE 4 OF 9 PAGES ITEM 4. PURPOSE OF TRANSACTION Mr. Raiff has purchased the Shares for the principal purpose of investment, and subject to the statements contained in this Item 4, has no present plans or proposals which relate to or would result in a transaction with the purposes or effects enumerated in paragraph (a) through (j) of Item 4 of Schedule 13D. As part of his business of investing and trading in securities, Mr. Raiff reserves the right to purchase additional securities of the Issuer or to dispose of such securities in the open market in privately negotiated transactions or otherwise. Mr. Raiff has previously spoken with senior management with respect to the business and operations of the Issuer and anticipates in the future continuing to speak or meet with members of the board of directors and/or members of senior management to indicate his view on issues relating to the Issuer and other matters of interest to stockholders generally. As part of such discussions, Mr. Raiff may communicate ideas, if any, to management or the board of directors that he believes may be to the long term benefit of all shareholders. Such ideas may relate to one or more of the transactions specified in clauses (a) through (j) of Item 4 of the Schedule 13D. Mr. Raiff may also from time to time communicate publicly or privately with stockholders or third parties about any or all of the foregoing or other matters. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) and (b) Based on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on June 8, 2006, there were 14,084,859 shares of Common Stock, par value $0.01 per share, issued and outstanding as of June 1, 2006. Mr. Raiff, as president and sole shareholder of Raiff Partners and as the president of the sole general partner of Centurion Advisors, has the sole power to direct the voting and disposition of the 721,000 shares of Common Stock owned by the Funds and, as such, beneficially owns such 710,000 shares of Common Stock or approximately 5.12% of the outstanding shares of Common Stock. (c) The following is a listing of transactions in shares of Common Stock during the past 60 days. The following transactions were effected by CLTS as open market purchases and sales on the Nasdaq National Market. Transaction Type of Number of Price per Date Transaction Shares Share ----------- ----------- ---------- ---------- 5/26/2006 Sale 16,034 24.98 5/30/2006 Sale 35,152 24.88 5/31/2006 Buy 34,452 26.64 5/31/2006 Buy 1,348 25.58 6/1/2006 Buy 1,086 26.55 6/1/2006 Buy 17,614 27.06 SCHEDULE 13D CUSIP NO. 09776J 10 1 PAGE 5 OF 9 PAGES Transaction Type of Number of Price per Date Transaction Shares Share ----------- ----------- ---------- ---------- 6/2/2006 Buy 6,100 26.25 6/2/2006 Buy 3,100 26.00 6/7/2006 Buy 6,100 24.97 6/7/2006 Buy 3,100 24.92 6/8/2006 Buy 3,100 23.82 6/8/2006 Sale 11,100 23.95 6/9/2006 Buy 6,200 24.27 6/12/2006 Sale 2,210 24.01 6/13/2006 Buy 3,100 22.53 6/13/2006 Sale 18,400 21.94 6/13/2006 Sale 27,700 22.09 6/15/2006 Buy 18,500 23.67 6/16/2006 Buy 6,200 22.71 6/20/2006 Buy 3,100 22.00 6/20/2006 Buy 12,300 21.93 6/20/2006 Buy 12,300 21.86 6/20/2006 Buy 12,300 21.86 6/21/2006 Buy 6,200 21.91 6/21/2006 Buy 3,100 21.79 6/21/2006 Buy 9,200 21.90 6/22/2006 Buy 3,100 21.55 6/23/2006 Buy 7,400 21.47 6/26/2006 Buy 24,600 20.85 6/27/2006 Buy 3,100 21.82 6/27/2006 Buy 15,110 22.14 6/28/2006 Buy 3,100 21.71 6/28/2006 Buy 18,500 21.81 6/29/2006 Buy 12,300 22.04 6/29/2006 Buy 18,500 22.21 6/30/2006 Buy 3,100 22.07 6/30/2006 Buy 3,100 22.45 7/3/2006 Buy 7,900 21.41 7/5/2006 Buy 4,800 20.72 7/6/2006 Buy 1,800 21.79 7/6/2006 Buy 15,300 21.77 7/7/2006 Buy 1,700 21.33 SCHEDULE 13D CUSIP NO. 09776J 10 1 PAGE 6 OF 9 PAGES Transaction Type of Number of Price per Date Transaction Shares Share ----------- ----------- ---------- ---------- 7/7/2006 Buy 5,700 21.48 7/10/2006 Buy 600 21.70 7/11/2006 Buy 600 21.49 7/14/2006 Buy 1,800 20.73 7/17/2006 Buy 17,700 22.68 7/19/2006 Buy 1,800 23.07 7/24/2006 Buy 3,100 24.95 7/25/2006 Buy 6,800 24.28 7/26/2006 Buy 1,200 24.10 The following transactions were effected by Centurion Overseas as open market purchases and sales on the Nasdaq National Market. Transaction Type of Number of Price per Date Transaction Shares Share ----------- ----------- ---------- ---------- 5/26/2006 Sale 10,900 24.98 5/30/2006 Sale 23,800 24.88 5/31/2006 Buy 23,300 26.64 5/31/2006 Buy 900 25.58 6/1/2006 Buy 200 26.55 6/1/2006 Buy 2,386 27.06 6/2/2006 Buy 3,900 26.25 6/2/2006 Buy 1,900 26.00 6/7/2006 Buy 1,900 24.92 6/7/2006 Buy 3,900 24.97 6/8/2006 Buy 1,900 23.82 6/8/2006 Sale 2,386 23.95 6/8/2006 Sale 4,514 23.95 6/9/2006 Buy 3,800 24.27 6/12/2006 Sale 1,400 24.01 6/13/2006 Sale 11,600 21.94 SCHEDULE 13D CUSIP NO. 09776J 10 1 PAGE 7 OF 9 PAGES Transaction Type of Number of Price per Date Transaction Shares Share ----------- ----------- ---------- ---------- 6/13/2006 Sale 17,300 22.09 6/13/2006 Buy 1,900 22.53 6/15/2006 Buy 11,500 23.67 6/16/2006 Buy 3,800 22.71 6/20/2006 Buy 1,900 22.00 6/20/2006 Buy 7,700 21.93 6/20/2006 Buy 7,700 21.86 6/20/2006 Buy 7,700 21.86 6/21/2006 Buy 3,800 21.91 6/21/2006 Buy 1,900 21.79 6/21/2006 Buy 5,800 21.90 6/22/2006 Buy 1,900 21.55 6/23/2006 Buy 4,600 21.47 6/26/2006 Buy 15,400 20.85 6/27/2006 Buy 1,900 21.82 6/27/2006 Buy 9,500 22.14 6/28/2006 Buy 1,900 21.71 6/28/2006 Buy 11,500 21.81 6/29/2006 Buy 7,700 22.04 6/29/2006 Buy 11,500 22.21 6/30/2006 Buy 1,900 22.07 6/30/2006 Buy 1,900 22.45 7/3/2006 Buy 5,100 21.41 7/5/2006 Buy 7,200 20.72 7/6/2006 Buy 1,200 21.79 7/6/2006 Buy 9,700 21.77 7/7/2006 Buy 1,300 21.33 7/7/2006 Buy 4,300 21.48 7/10/2006 Buy 400 21.70 7/11/2006 Buy 400 21.49 7/14/2006 Buy 1,200 20.73 7/17/2006 Buy 11,300 22.68 7/19/2006 Buy 1,200 23.07 7/24/2006 Buy 1,900 24.95 7/25/2006 Buy 4,200 24.28 7/26/2006 Buy 800 24.10 SCHEDULE 13D CUSIP NO. 09776J 10 1 PAGE 8 OF 9 PAGES (d) Except for the Funds, Raiff Partners, Centurion and Centurion Advisors, which may have the right to receive or the power to direct the receipt of dividends from the Common Stock, no other person is known by Mr. Raiff to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock beneficially owned by the Mr. Raiff. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Except as described elsewhere in this Schedule 13D, Mr. Raiff does not have any contract, arrangement, understanding or relationship with one or more security holders of the Issuer or others, with respect to the purchase, holding, voting or disposition of shares of Common Stock or other securities of the Issuer which are convertible or exercisable into such shares. Mr. Raiff reserves the right to enter into any such contract, arrangement, understanding or relationship in the future. ITEM 7. MATERIALS TO BE FILED AS EXHIBITS. Not applicable. SCHEDULE 13D CUSIP NO. 09776J 10 1 PAGE 9 OF 9 PAGES SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Dated: July 27, 2006 /s/ Robert M. Raiff ------------------------------------- Robert M. Raiff -----END PRIVACY-ENHANCED MESSAGE-----