-----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, TAKGHNPL6HlI5ROqBfWBMep1F2ABw83I296bfXaLm7zdHyxurMXChzxW7zEvwP9k SyYgpP3z49PqZSizJNlSNg== 0000897423-08-000065.txt : 20080416 0000897423-08-000065.hdr.sgml : 20080416 20080416175624 ACCESSION NUMBER: 0000897423-08-000065 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080414 FILED AS OF DATE: 20080416 DATE AS OF CHANGE: 20080416 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COMSYS IT PARTNERS INC CENTRAL INDEX KEY: 0000948850 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 561930691 STATE OF INCORPORATION: DE FISCAL YEAR END: 0103 BUSINESS ADDRESS: STREET 1: 4400 POST OAK PARKWAY STREET 2: SUITE 1800 CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 713-386-1400 MAIL ADDRESS: STREET 1: 4400 POST OAK PARKWAY STREET 2: SUITE 1800 CITY: HOUSTON STATE: TX ZIP: 77027 FORMER COMPANY: FORMER CONFORMED NAME: VENTURI PARTNERS INC DATE OF NAME CHANGE: 20030805 FORMER COMPANY: FORMER CONFORMED NAME: PERSONNEL GROUP OF AMERICA INC DATE OF NAME CHANGE: 19950802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAYNOR GEOFFREY CENTRAL INDEX KEY: 0001199406 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27792 FILM NUMBER: 08760638 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 2975 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8173329500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCEPTER HOLDINGS INC CENTRAL INDEX KEY: 0001167376 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27792 FILM NUMBER: 08760639 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: STE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 800 BRAZOS STREET 2: STE 1100 CITY: AUSTIN STATE: TX ZIP: 78701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AMALGAMATED GADGET LP CENTRAL INDEX KEY: 0001114634 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27792 FILM NUMBER: 08760640 BUSINESS ADDRESS: STREET 1: 301 COMMERCE ST STREET 2: STE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: . MAIL ADDRESS: STREET 1: 800 BRAZOS STREET 2: STE 1100 CITY: AUSTIN STATE: TX ZIP: 78701 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2008-04-14 0000948850 COMSYS IT PARTNERS INC CITP 0001114634 AMALGAMATED GADGET LP 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001167376 SCEPTER HOLDINGS INC 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001199406 RAYNOR GEOFFREY 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 Equity Swap 8.37 2008-04-14 4 J 1 1 A 2008-04-14 2010-03-10 Common Stock 31700 1 D Equity Swap 8.42 2008-04-15 4 J 1 1 A 2008-04-15 2010-03-10 Common Stock 47946 1 D Equity Swap 8.62 2008-04-16 4 J 1 1 A 2008-04-16 2010-03-10 Common Stock 25000 1 D On April 14, 2008, April 15, 2008 and April 16, 2008, respectively, the reporting person entered into equity swap transactions with a securities broker under which, upon exercise, (i) the reporting person will be obligated to pay to the broker $265,329.00, $403,705.32 and $215,500.00 respectively, representing $8.37, $8.42 and $8.62 per share, respectively, for the 31,700, 47,946 and 25,000 shares of CITP common stock, respectively, that are the subject of the transactions, and (ii) the broker will be obligated to pay to the reporting person the market value of the 31,700, 47,946 and 25,000 shares of common stock, respectively. An amount equal to any dividends declared and paid on such shares during the term of the transaction will be paid to the reporting person. Each of these transactions is a cash settled equity swap and none gives the reporting person any beneficial ownership of any such common stock or any right to vote, acquire or dispose of any such stock. All securities reported herein as being owned by Amalgamated Gadget, LP ("Amalgamated") were acquired by Amalgamated, for and on behalf of R2 Investments, LDC, or its subsidiary Q Opportunity Fund, Ltd. (collectively, "R2"), pursuant to an Investment Management Agreement. Pursuant to such Agreement, Amalgamated has sole voting and dispositive power of such securities and R2 has no beneficial ownership of such securities. This filing shall not be deemed an admission that Amalgamated is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934 (the "Act"). Scepter Holdings, Inc. ("Scepter") is the general partner of Amalgamated, which is the holder of the securities reported herein. Geoffrey P. Raynor ("Raynor") is the sole shareholder of Scepter. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Act, each of Scepter and Raynor is deemed to be the beneficial owner of any securities beneficially owned by Amalgamated only to the extent of the greater of his or its respective direct or indirect interest. Brandon Teague, Director of Trading for Scepter Holdings, Inc., general partner of Amalgamated Gadget, L.P. 2008-04-16 Brandon Teague, Director of Trading for Scepter Holdings, Inc. 2008-04-16 Brandon Teague, Attorney-in-Fact for Geoffrey P. Raynor 2008-04-16 -----END PRIVACY-ENHANCED MESSAGE-----