-----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, LZKq6SUoGIiQl/KgbH769afKWNfArxSHjfT8tbVQ36aE+Tew/jKm2sjP4mC97RLZ 81EpqKxE2n1g7bfqKI+8FQ== 0000919574-09-002044.txt : 20090209 0000919574-09-002044.hdr.sgml : 20090209 20090209124826 ACCESSION NUMBER: 0000919574-09-002044 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090209 DATE AS OF CHANGE: 20090209 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PENINSULA INVESTMENT PARTNERS LP CENTRAL INDEX KEY: 0001130325 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 404B EAST MAIN ST. STREET 2: 2ND FL. CITY: CHARLOTTESVILLE STATE: VA ZIP: 22902 MAIL ADDRESS: STREET 1: 404B EAST MAIN ST. STREET 2: 2ND FL. CITY: CHARLOTTESVILLE STATE: VA ZIP: 22902 FORMER COMPANY: FORMER CONFORMED NAME: PENINSULA PARTNERS LP DATE OF NAME CHANGE: 20001220 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: STANLEY FURNITURE CO INC. CENTRAL INDEX KEY: 0000797465 STANDARD INDUSTRIAL CLASSIFICATION: WOOD HOUSEHOLD FURNITURE, (NO UPHOLSTERED) [2511] IRS NUMBER: 541272589 STATE OF INCORPORATION: DE FISCAL YEAR END: 0924 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-37720 FILM NUMBER: 09580074 BUSINESS ADDRESS: STREET 1: 1641 FAIRYSTONE PK HWY STREET 2: P. O. BOX 30 CITY: STANLEYTOWN STATE: VA ZIP: 24168 BUSINESS PHONE: 5406272000 MAIL ADDRESS: STREET 1: 1641 FAIRYSTONE PARK HGWY STREET 2: P. O. BOX 30 CITY: STANLEYTOWN STATE: VA ZIP: 24168 FORMER COMPANY: FORMER CONFORMED NAME: STANLEY FURNITURE CO INC/ DATE OF NAME CHANGE: 19930908 FORMER COMPANY: FORMER CONFORMED NAME: STANLEY FURNITURE CO INC DATE OF NAME CHANGE: 19930908 FORMER COMPANY: FORMER CONFORMED NAME: STANLEY INTERIORS CORP DATE OF NAME CHANGE: 19920703 SC 13G 1 d961037_13g-a.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.) (1) Stanley Furniture Company, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.02 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 854305208 - -------------------------------------------------------------------------------- (CUSIP Number) January 30, 2009 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [_] Rule 13d-1(b) [x] Rule 13d-1(c) [_] Rule 13d-1(d) - ---------- (1) 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 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. 854305208 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Peninsula Capital Advisors, LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [_] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 813,716 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 813,716 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 813,716 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.88% 12. TYPE OF REPORTING PERSON OO CUSIP No. 854305208 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Peninsula Investment Partners, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [_] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 813,716 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 813,716 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 813,716 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.88% 12. TYPE OF REPORTING PERSON PN CUSIP No. 854305208 Item 1(a). Name of Issuer: Stanley Furniture Company, Inc. - -------------------------------------------------------------------------------- Item 1(b). Address of Issuer's Principal Executive Offices: 1641 Fairystone Park Highway, Stanleytown, VA 24168, United States of America - -------------------------------------------------------------------------------- Item 2(a). Name of Person Filing: Peninsula Capital Advisors, LLC Peninsula Investment Partners, L.P. - -------------------------------------------------------------------------------- Item 2(b). Address of Principal Business Office, or if None, Residence: Peninsula Capital Advisors, LLC 404B East Main Street Charlottesville, VA 22902 United States of America Peninsula Investment Partners, L.P. c/o Peninsula Capital Advisors, LLC 404B East Main Street Charlottesville, VA 22902 United States of America - -------------------------------------------------------------------------------- Item 2(c). Citizenship: Peninsula Capital Advisors, LLC: Delaware Peninsula Investment Partners, L.P.: Delaware - -------------------------------------------------------------------------------- Item 2(d). Title of Class of Securities: Common Stock, $0.02 par value - -------------------------------------------------------------------------------- Item 2(e). CUSIP Number: 854305208 - -------------------------------------------------------------------------------- Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) [_] Broker or dealer registered under Section 15 of the Exchange Act. (b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [_] Investment company registered under Section 8 of the Investment Company Act. (e) [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [_] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [_] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) [_] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: Peninsula Capital Advisors, LLC: 813,716 shares Peninsula Investment Partners, L.P.: 813,716 shares --------------------------------------------------------------------------- (b) Percent of class: Peninsula Capital Advisors, LLC: 7.88% Peninsula Investment Partners, L.P.: 7.88% --------------------------------------------------------------------------- (c) Number of shares as to which Peninsula Capital Advisors, LLC has: (i) Sole power to vote or to direct the vote 0 --------------, (ii) Shared power to vote or to direct the vote 813,716 --------------, (iii) Sole power to dispose or to direct the disposition of 0 --------------, (iv) Shared power to dispose or to direct the disposition of 813,716 --------------. Number of shares as to which Peninsula Investment Partners, L.P. has: (i) Sole power to vote or to direct the vote 0 --------------, (ii) Shared power to vote or to direct the vote 813,716 --------------, (iii) Sole power to dispose or to direct the disposition of 0 --------------, (iv) Shared power to dispose or to direct the disposition of 813,716 --------------. Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the Reporting Person has ceased to be the beneficial owner of more than five percent of the class of securities check the following [ ]. N/A - -------------------------------------------------------------------------------- Item 6. Ownership of More Than Five Percent on Behalf of Another Person. If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. N/A - -------------------------------------------------------------------------------- Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. If a parent holding company or Control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. N/A - -------------------------------------------------------------------------------- Item 8. Identification and Classification of Members of the Group. If a group has filed this schedule pursuant to ss.240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to ss.240.13d-1(c) or ss.240.13d-1(d), attach an exhibit stating the identity of each member of the group. N/A - -------------------------------------------------------------------------------- Item 9. Notice of Dissolution of Group. Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. N/A - -------------------------------------------------------------------------------- Item 10. Certification. By signing below each Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 9, 2009 ----------------------- (Date) Peninsula Capital Advisors, LLC By: /s/ R. Ted Weschler ------------------------- Name: R. Ted Weschler Title: Managing Member Peninsula Investment Partners, L.P. By: Peninsula Capital Appreciation, LLC General Partner By: /s/ R. Ted Weschler ------------------------- Name: R. Ted Weschler Title: Managing Member Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001). Exhibit A AGREEMENT The undersigned agree that this Schedule 13G dated February 9, 2009 relating to the Common Stock, $0.02 par value, of Stanley Furniture Company, Inc. shall be filed on behalf of the undersigned. Peninsula Capital Advisors, LLC By: /s/ R. Ted Weschler ------------------------- Name: R. Ted Weschler Title: Managing Member Peninsula Investment Partners, L.P. By: Peninsula Capital Appreciation, LLC General Partner By: /s/ R. Ted Weschler ------------------------- Name: R. Ted Weschler Title: Managing Member cSK 03038 0001 961037 -----END PRIVACY-ENHANCED MESSAGE-----