0001206774-11-001337.txt : 20110603 0001206774-11-001337.hdr.sgml : 20110603 20110603160831 ACCESSION NUMBER: 0001206774-11-001337 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110603 DATE AS OF CHANGE: 20110603 GROUP MEMBERS: MR. WILLIAM T. COMFORT, III FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LDN STUYVIE PARTNERSHIP CENTRAL INDEX KEY: 0001096314 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O KIRKLAND & ELLIS STREET 2: 153 EAST 53RD STREET, 39TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 MAIL ADDRESS: STREET 1: C/O KIRKLAND & ELLIS STREET 2: 153 EAST 53RD STREET, 39TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LYRIS, INC. CENTRAL INDEX KEY: 0001166220 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 010579490 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78509 FILM NUMBER: 11892338 BUSINESS ADDRESS: STREET 1: 6401 HOLLIS STREET STREET 2: SUITE 125 CITY: EMERYVILLE STATE: CA ZIP: 94608 BUSINESS PHONE: 800-768-2929 MAIL ADDRESS: STREET 1: 6401 HOLLIS STREET STREET 2: SUITE 125 CITY: EMERYVILLE STATE: CA ZIP: 94608 FORMER COMPANY: FORMER CONFORMED NAME: JL HALSEY CORP DATE OF NAME CHANGE: 20020129 SC 13D/A 1 lyris_sc13da.htm AMENDMENT TO SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP lyris_sc13da.htm

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
______________________
 
SCHEDULE 13D
 
Under the Securities Exchange Act of 1934*
 
(Amendment No. 11 as to Mr. William T. Comfort, III and
Amendment No. 17 as to LDN Stuyvie Partnership)
 
Lyris, Inc. (LYRI.OB)
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
46622H 10 3
(CUSIP Number)
 
William T. Comfort, III
127-131 Sloane Street
4th Floor, Liscartan House
London, SW1X 9AS, United Kingdom
44-207-808-4782
 
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
May 20, 2011
(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: o
 
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 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).
 
(Continued on the following page(s))
 
Page 1
 
 

CUSIP No. 4662HH 10 3
 
1 NAMES OF REPORTING PERSONS
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
     
  LDN Stuyvie Partnership/73-1526937
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
          (a) o
          (b) x
3 SEC USE ONLY      
         
4 SOURCE OF FUNDS      
  WC, OO      
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
  REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)    
      o
6 CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Oklahoma      
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 7 SOLE VOTING POWER
     
  0
8 SHARED VOTING POWER
     
  42,453,126
9 SOLE DISPOSITIVE POWER
     
  0  
10 SHARED DISPOSITIVE POWER
     
  42,453,126
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
  42,453,126      
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
  EXCLUDES CERTAIN SHARES  
    o
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
   
  35%  
14 TYPE OF REPORTING PERSON
   
  PN  
 
Page 2
 
 

CUSIP No. 4662HH 10 3
 
1 NAMES OF REPORTING PERSONS
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
     
  Mr. William T. Comfort, III
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
          (a) o
          (b) x
3 SEC USE ONLY      
         
4 SOURCE OF FUNDS      
  PF      
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
  REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)    
    o
6 CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States of America      
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
 7 SOLE VOTING POWER
     
  16,121,212
8 SHARED VOTING POWER
     
  42,453,126
9 SOLE DISPOSITIVE POWER
     
  16,121,212  
10 SHARED DISPOSITIVE POWER
     
  42,453,126
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
  58,574,338      
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11
  EXCLUDES CERTAIN SHARES  
    o
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
   
  48.3%  
14 TYPE OF REPORTING PERSON
   
  IN  

Page 3
 
 

This Amendment No. 11 to Schedule 13D amends and supplements Items 3-6 contained in the Schedule 13D initially filed on or about January 3, 2003, by William T. Comfort, III and subsequently amended on January 13, 2003, August 23, 2006, December 7, 2006, February 6, 2007, March 12, 2007, March 19, 2007, March 10, 2008 March 19, 2010, April 14, 2010 and April 20, 2010 with respect to the common stock, par value $0.01 per share (the “Common Stock”) of Lyris, Inc. (the “Issuer”). This Amendment No. 17 to Schedule 13D amends and supplements Items 3-6 contained in the Schedule 13D initially filed on or about October 6, 1999 by LDN Stuyvie Partnership (the “Partnership”) and subsequently amended on October 18, 1999, November 8, 1999, December 17, 1999, December 29, 1999, January 6, 2000, January 12, 2000, January 13, 2003, August 23, 2006, December 7, 2006, February 6, 2007, March 12, 2007, March 19, 2007, March 10, 2008 March 19, 2010, April 14, 2010 and April 20, 2010 with respect to the Common Stock of the Issuer. Mr. Comfort and the Partnership are referred to herein as the “Reporting Persons.” Each Reporting Person disclaims responsibility for the completeness and accuracy of the information contained in this Schedule 13D concerning the other Reporting Person.
 
Item 3. Source and Amount of Funds or Other Consideration
 
On May 20, 2011 Mr. Comfort acquired 2,500,000 shares of the Issuer’s stock in a private purchase. Personal funds of $600,000 were used to purchase the shares
 
Item 4. Purpose of Transaction
 
Mr. Comfort’s Purchase is for investment purposes only. Neither Mr. Comfort nor the Partnership has any plans or proposals which relate to or would result in any of the actions described in items (a) through (j) of Item 4 of Schedule 13D with respect to the shares purchased in this transaction.
 
Item 5. Interest in Securities of the Issuer
 
(a) Mr. Comfort may be deemed to beneficially own in the aggregate 58,574,338 shares of Common Stock of the Issuer, representing approximately 48.3% of the outstanding shares of Common Stock of the Issuer. Of such shares, the Partnership may be deemed to beneficially own in the aggregate 42,453,126 shares, representing approximately 35.0% of the outstanding shares of Common Stock of the Issuer.
 
(b)
 
    (1) Of the 16,121,212 shares of Common Stock of the Issuer for which Mr. Comfort has sole voting and dispositive power, all such shares are held of record by Mr. Comfort. Of the 42,453,126 shares of Common Stock of the Issuer over which Mr. Comfort has shared voting and dispositive power in his role as the general partner of the Partnership, all such shares are held of record by the Partnership.
 
    (2) Of the 42,453,126 shares of Common Stock of the Issuer of which the Partnership has shared voting and dispositive power, all such shares are held of record by the Partnership.
 
Page 4
 
 

(c) On May 20, 2011 Mr. Comfort acquired 2,500,000 shares of the Issuer’s stock in a private purchase at a price of $0.24 per share.
 
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
 
See Item 5 above.
 
Item 7. Material to be Filed as Exhibits
 
Exhibit A: Agreement of Joint Filing as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, filed as Exhibit 99.1 to the Schedule 13D filed by Mr. Comfort and the Partnership on January 13, 2003, and incorporated herein by reference.
 
Page 5
 
 

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.
 
  LDN STUYVIE PARTNERSHIP  
     
Dated: June 3, 2011 By:   /s/ William T. Comfort, III  
    William T. Comfort, III  
    General Partner  
     
  WILLIAM T. COMFORT, III       
     
Dated: June 3, 2011   /s/ William T. Comfort, III