SC 13D 1 0001.txt SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 ---------- Danskin, Inc. -------------------------------------------------------------------------- (Name of Issuer) Common Stock 236365102 ------------------------------ ------------------------------- (Title of class of securities) (CUSIP number) Todd J. Mason Alpine Associates, A Limited Partnership 100 Union Avenue, Cresskill, NJ 07626, (201) 871-0866 ---------------------------------------------------------------------------- (Name, address and telephone number of person authorized to receive notices and communications) July 5, 2000 ---------------------------------------------------------------------------- (Date of event which requires filing of this statement) If the 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: When filing this statement in paper format, six copies of this statement, including 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 persons 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 and Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of that Act but shall be subject to all other provisions of the Act (however, see the Notes). 1 NAME OF REPORTING PERSON: Alpine Associates, A Limited Partnership S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: #06-0944931 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X] (B) [_] 3 SEC USE ONLY 4 SOURCE OF FUNDS: WC, BK, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_] REQUIRED PURSUANT TO ITEM 2(D) OR 2(E): 6 CITIZENSHIP OR PLACE OF ORGANIZATION: New Jersey NUMBER OF SHARES 7 SOLE VOTING POWER: 15,013,254 BENEFICALLY 8 SHARED VOTING POWER: 0 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 15,013,254 PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 15,013,254 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_] EXCLUDES CERTAIN SHARES: 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 20.29% 14 TYPE OF REPORTING PERSON: PN, BD 1 NAME OF REPORTING PERSON: Alpine Partners, L.P. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: #22-3528110 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X] (B) [_] 3 SEC USE ONLY 4 SOURCE OF FUNDS: WC, BK, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_] REQUIRED PURSUANT TO ITEM 2(D) OR 2(E): 6 CITIZENSHIP OR PLACE OF ORGANIZATION: New Jersey NUMBER OF SHARES 7 SOLE VOTING POWER: 1,395,587 BENEFICALLY 8 SHARED VOTING POWER: 0 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 1,395,587 PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 1,395,587 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_] EXCLUDES CERTAIN SHARES: 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 1.9% 14 TYPE OF REPORTING PERSON: PN, BD 1. SECURITY AND ISSUER This statement relates to the Common Stock (the "Stock"),of Danskin,Inc. the "Company"), the principal executive offices of which are located at 530 Seventh Avenue, New York, NY 10018. 2. IDENTITY AND BACKGROUND The persons filing this statement are Alpine Associates, A Limited Partnership ("Associates"),a limited partnership organized under the laws of the State of New Jersey, principally engaged in the business of acting as a registered broker dealer and a member of the National Association of Securities Dealers; and Alpine Partners, L.P. ("Partners"), a limited partnership organized under the laws of the State of New Jersey, principally engaged in the business of acting as a registered broker dealer and a member of the National Association of Securities Dealers. (Associates and Partners together are referred to as Registrants".) The principal office of each Registrant is located at 100 Union Avenue, Cresskill, New Jersey 07626. Eckert Corp. is the sole general partner of Associates and Partners. Victoria Eckert is the President of Eckert Corp. and its sole director. Eckert Corp. is a Delaware corporation. Its business address is 100 Union Avenue, Cresskill, New Jersey 07626. Its principal business is acting as general partner of Associates and Partners. Ms. Eckert is a citizen of the United States. Her business address is 100 Union Avenue, Cresskill, New Jersey 07626. Her principal occupation is acting as president of Eckert Corp. Registrants may be deemed to be a "group" within the meaning of Rule 13d-5 promulgated under the Securities Exchange Act of 1934, as amended. Each disclaims beneficial interest in the others holdings. During the last five years, none of the above named persons has been convicted in any criminal proceeding (excluding traffic violations and similar misdemeanors) or has been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person 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. 3. SOURCE AND AMOUNT OF FUNDS The securities, which consist of 10,056,368 shares of common stock and warrants to acquire an additional 3,126,667 shares of common stock and 9% Series E Convertible Preferred Stock convertible into 3,225,806 shares of common stock, were acquired primarily as a result of a distribution in kind from Danskin Investors, LLC. 4. PURPOSE OF TRANSACTION Registrants hold the Stock for investment, in the ordinary course of their businesses. In the future Registrants may, in the ordinary course of their businesses, make additional purchases and/or sales of the Stock. Except as set forth in the preceding sentence, Registrants have no plans or intentions which relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. 5. INTEREST IN SECURITIES OF THE ISSUER (a) Associates owns 15,013,254 shares of the Stock. Partners owns 1,395,587 shares of the Stock. The shares owned by Associates and Partners represent approximately 20.29% and 1.9%, respectively, of the total outstanding shares. These percentages reflect the conversion of the warrants and preferred stock as a percentage of outstanding common stock. On a fully diluted basis, the percentages would be 9.54% and .9% respectively. (b) Each Registrant has sole power to vote and dispose of the Stock held by it. (c) See Item 3 above. (d) Not applicable. (e) Not applicable. 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Except as set forth above, neither Associates, Partners nor any of the other persons referred to in Item 2 above has entered into any contract, arrangement, understanding or relationship (legal or otherwise) with any person with respect to any securities of the Company. 7. EXHIBITS Exhibit 1 - Joint Filing Agreement SCHEDULE 13-D ------------- After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. ALPINE ASSOCIATES, A LIMITED PARTNERSHIP By: Eckert Corp., General Partner By: /S/VICTORIA ECKERT -------------------------- Victoria Eckert, President DATED: July 12, 2000 SCHEDULE 13-D ------------- After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. ALPINE PARTNERS, L.P. By: Eckert Corp., General Partner By: /S/VICTORIA ECKERT -------------------------- Victoria Eckert, President DATED: July 12, 2000