-----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, UJyYF/rPGCwmtacW0RiDzK5tDKipu4OT1oLndstTKfLiLYrZV1ZBt/UW4D3739HN vHdd+bYtnjX9O2ZeIFSvrg== 0001140361-08-000740.txt : 20080107 0001140361-08-000740.hdr.sgml : 20080107 20080107150514 ACCESSION NUMBER: 0001140361-08-000740 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080107 DATE AS OF CHANGE: 20080107 GROUP MEMBERS: HARVEY HANERFELD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KAPSTONE PAPER & PACKAGING CORP CENTRAL INDEX KEY: 0001325281 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 202699372 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80945 FILM NUMBER: 08514851 BUSINESS ADDRESS: STREET 1: C/O STONE-KAPLAN INVESTMENTS, LLC STREET 2: ONE NORTHFIELD PLAZA, SUITE 480 CITY: NORTHFIELD STATE: IL ZIP: 60093 BUSINESS PHONE: 847-441-0929 MAIL ADDRESS: STREET 1: C/O STONE-KAPLAN INVESTMENTS, LLC, STREET 2: ONE NORTHFIELD PLAZA, SUITE 480 CITY: NORTHFIELD STATE: IL ZIP: 60093 FORMER COMPANY: FORMER CONFORMED NAME: KapStone Paper & Packaging CORP DATE OF NAME CHANGE: 20070104 FORMER COMPANY: FORMER CONFORMED NAME: Stone Arcade Acquisition CORP DATE OF NAME CHANGE: 20050428 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FELDMAN ROGER CENTRAL INDEX KEY: 0001098385 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 700 ELEVENTH ST. STREET 2: SUITE 640 CITY: WASHINGTON STATE: DC ZIP: 20201 MAIL ADDRESS: STREET 1: 1260 MERCER STREET STREET 2: C/O ONVIA COM CITY: SEATTLE STATE: WA ZIP: 98109 SC 13G/A 1 formsc13ga.htm WEST CREEK CAPITAL SC13G A 12-31-2007 formsc13ga.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. 02 )*

 
Kapstone Paper & Packaging Corp.
(Name of Issuer)
 
Common Stock, $.0001 par value
(Title of Class of Securities)
 
48562P103
(CUSIP Number)

 
December 31, 2007
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
 o
  Rule 13d-1(b)
 
x
  Rule 13d-1(c)
 
 o
  Rule 13d-1(d)

* 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 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).
 
 
SCHEDULE 13G
CUSIP No. 48562P103
1.
Names of Reporting Persons.
Roger Feldman
I.R.S. Identification Nos. of above persons (entities only).
 
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)  [    ]       (b)  [    ]
 
3.
SEC USE ONLY
 
4.
Citizenship or Place of Organization
United States citizen
 
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With:
5.
Sole Voting Power
0
 
6.
Shared Voting Power
3,177,589
 
7.
Sole Dispositive Power
0
 
8.
Shared Dispositive Power
3,177,589
 
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
3,177,589
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [    ]
 
11.
Percent of Class Represented by Amount in Row (9)
12.4%
 
12.
Type of Reporting Person
IN
 
2
 
SCHEDULE 13G
CUSIP No. 48562P103
 
1.
Names of Reporting Persons.
Harvey Hanerfeld
I.R.S. Identification Nos. of above persons (entities only).
 
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)  [    ]       (b)  [    ]
 
3.
SEC USE ONLY
 
4.
Citizenship or Place of Organization
United States citizen
 
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With:
5.
Sole Voting Power
0
 
6.
Shared Voting Power
3,177,589
 
7.
Sole Dispositive Power
0
 
8.
Shared Dispositive Power
3,177,589
 
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
3,177,589
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [    ]
 
11.
Percent of Class Represented by Amount in Row (9)
12.4%
 
12.
Type of Reporting Person
IN
 
3
 
Item 1. 
(a)
Name of Issuer
Kapstone Paper & Packaging Corp. 
     
(b)
Address of Issuer's Principal Executive Offices
c/o Stone-Kaplan Investments
One Northfield Plaza, Suite 480
Northfield, IL 60093 
 
Item 2. 
(a)
Name of Person Filing
This schedule 13G is being filed jointly by Roger Feldman and Harvey Hanerfeld (the "Reporting Persons"). 
     
(b)
Address of Principal Business Office or, if none, Residence
The address of each of the Reporting Persons is 1919 Pennsylvania Avenue, NW, Suite 725, Washington, DC 20006 
     
(c)
Citizenship
Each of the Reporting Persons is a United States citizen 
     
(d)
Title of Class of Securities
Common Stock, $.0001 par value 
     
(e)
CUSIP Number
48562P103 
 
Item 3. 
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: 
 
(a) 
o
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). 
 
(b) 
o
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). 
 
(c) 
o
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). 
 
(d) 
o 
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). 
 
(e) 
o
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); 
 
(f) 
o
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); 
 
(g) 
o
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); 
 
(h) 
o
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); 
(i) 
o
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); 
 
(j) 
o
Group, in accordance with §240.13d-1(b)(1)(ii)(J). 
 
Item 4. 
Ownership. 
 
(a)
Amount beneficially owned:
* See Attachment A 
     
(b)
Percent of class:
* See Attachment A 
     
(c) 
Number of shares as to which the person has: 
(i)
Sole power to vote or to direct the vote
* See Attachment A 
(ii)
Shared power to vote or to direct the vote
* See Attachment A 
(iii)
Sole power to dispose or to direct the disposition of
* See Attachment A 
(iv)
Shared power to dispose or to direct the disposition of
* See Attachment A 

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 o.
 
Instruction: Dissolution of a group requires a response to this item.
   
  Not Applicable
   
Item 6.
Ownership of More than Five Percent on Behalf of Another Person
Not Applicable
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
Not Applicable
 
Item 8.
Identification and Classification of Members of the Group
Not Applicable
 
Item 9.
Notice of Dissolution of Group
Not Applicable
 
Item 10.
Certifications
                       
By signing below I certify that, to the best of my 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 that 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.

 
Date:   January 4, 2008
Roger Feldman
 
By:
/s/ Roger Feldman     
    Roger Feldman
   
Harvey Hanerfeld
 
By:
/s/ Harvey Hanerfeld      
    Harvey Hanerfeld
 
4
 
ATTACHMENT A
 
As of December 31, 2007, each of Roger Feldman and Harvey Hanerfeld is the beneficial   owner of 3,177,589 shares of Common Stock (assuming the exercise of 713,950 warrants into Common Stock).  This constitutes 12.4% of the sum of the 24,968,087 issued and outstanding shares of Common Stock as of 10/31/2007 plus 713,950 shares of Common Stock to be issued upon the exercise of warrants. As sole stockholders, directors and executive officers of West Creek Capital, Inc., a Delaware corporation that is the general partner of West Creek Capital, L.P., a Delaware limited partnership that is the investment adviser to (i) West Creek Partners Fund L.P., a Delaware limited partnership ("Partners Fund"), (ii) WC Select L.P., a Delaware limited partnership ("Select"), (iii) Cumberland Investment Partners, L.L.C., a Delaware limited liability company ("Cumberland"), and (iv) certain private accounts (the "Accounts"), Mr. Feldman and Mr. Hanerfeld may be deemed to have the shared power to direct the voting and disposition of the 1,087,000 shares of Common Stock (assuming the exercise of 184,000 warrants into Common Stock) owned by Partners Fund, the 1,452,089 shares of Common Stock (assuming the exercise of 391,950 warrants into Common Stock) owned by Select, the 448,000 shares of Common Stock (assuming the exercise of 72,000 warrants into Common Stock) owned by Cumberland, and the 190,500 shares of Common Stock (assuming the exercise of 66,000 warrants into Common Stock) held in the Accounts.
 

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