0001144204-11-044467.txt : 20110808 0001144204-11-044467.hdr.sgml : 20110808 20110808122521 ACCESSION NUMBER: 0001144204-11-044467 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20110808 DATE AS OF CHANGE: 20110808 GROUP MEMBERS: AMCO PTC GROUP MEMBERS: ELEONAS LTD GROUP MEMBERS: JORGE CONSTANTINOU GROUP MEMBERS: MILANY LTD GROUP MEMBERS: NISOS PURPOSE TRUST GROUP MEMBERS: PANAYOTIS CONSTANTINOU SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PIER 1 IMPORTS INC/DE CENTRAL INDEX KEY: 0000278130 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-HOME FURNITURE, FURNISHINGS & EQUIPMENT STORES [5700] IRS NUMBER: 751729843 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-20038 FILM NUMBER: 111016299 BUSINESS ADDRESS: STREET 1: 100 PIER 1 PLACE CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8172526000 MAIL ADDRESS: STREET 1: 100 PIER 1 PLACE CITY: FORT WORTH STATE: TX ZIP: 76102 FORMER COMPANY: FORMER CONFORMED NAME: PIER 1 INC DATE OF NAME CHANGE: 19860921 FORMER COMPANY: FORMER CONFORMED NAME: PIER 1 IMPORTS INC/GA DATE OF NAME CHANGE: 19840729 FORMER COMPANY: FORMER CONFORMED NAME: NEWCORP INC DATE OF NAME CHANGE: 19800423 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GREEK INVESTMENTS INC CENTRAL INDEX KEY: 0001458763 IRS NUMBER: 000000000 STATE OF INCORPORATION: W7 FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: PO BOX 10908 STREET 2: CAPARRA HTS STATION CITY: SAN JUAN STATE: PR ZIP: 00922 BUSINESS PHONE: 305 672 5005 MAIL ADDRESS: STREET 1: PO BOX 10908 STREET 2: CAPARRA HTS STATION CITY: SAN JUAN STATE: PR ZIP: 00922 SC 13G/A 1 v230999_sc13ga.htm Unassociated Document
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

SCHEDULE 13G
(Rule 13d-102)
 
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2
(Amendment No. 1)*

Pier 1 Imports, Inc.
(Name of Issuer)
 
Common Stock, par value $0.001 per share
(Title of Class of Securities)
 
720279108
(CUSIP Number)
 
July 27, 2011
(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)

* 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 (“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).

 
 
 

CUSIP No. 720279108
13G
  
     
1
NAMES OF REPORTING PERSONS
Greek Investments, Inc.
 
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
Turks & Caicos Islands
 
NUMBER OF
SHARES
5
SOLE VOTING POWER
0
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
12,348,978
EACH
REPORTING
7
SOLE DISPOSITIVE POWER
0
PERSON WITH
8
SHARED DISPOSITIVE POWER
 
12,348,978
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,348,978
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 ¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
10.59%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
  CO

 
Page 2 of 13
 
 
CUSIP No. 720279108
13G
  
     
1
NAMES OF REPORTING PERSONS
Panayotis Constantinou
 
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
Venezuela
 
NUMBER OF
SHARES
5
SOLE VOTING POWER
0
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
12,348,978
EACH
REPORTING
7
SOLE DISPOSITIVE POWER
0
PERSON WITH
8
SHARED DISPOSITIVE POWER
 
12,348,978
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,348,978
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 ¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
10.59%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
   IN
 
 
Page 3 of 13
 
 
CUSIP No. 720279108
13G
  
     
1
NAMES OF REPORTING PERSONS
Jorge Constantinou
 
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
Venezuela
 
NUMBER OF
SHARES
5
SOLE VOTING POWER
0
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
12,348,978
EACH
REPORTING
7
SOLE DISPOSITIVE POWER
0
PERSON WITH
8
SHARED DISPOSITIVE POWER
 
12,348,978
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,348,978
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 ¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
10.59%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
   IN
 
 
Page 4 of 13
 
  
CUSIP No. 720279108
13G
  
     
1
NAMES OF REPORTING PERSONS
Milany Limited
 
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
Cayman Islands
 
NUMBER OF
SHARES
5
SOLE VOTING POWER
0
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
12,348,978
EACH
REPORTING
7
SOLE DISPOSITIVE POWER
0
PERSON WITH
8
SHARED DISPOSITIVE POWER
 
12,348,978
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,348,978
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 ¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
10.59%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
   CO
 
 
Page 5 of 13
 
 
CUSIP No. 720279108
13G
  
     
1
NAMES OF REPORTING PERSONS
Eleonas Ltd
 
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
Cayman Islands
 
NUMBER OF
SHARES
5
SOLE VOTING POWER
0
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
12,348,978
EACH
REPORTING
7
SOLE DISPOSITIVE POWER
0
PERSON WITH
8
SHARED DISPOSITIVE POWER
 
12,348,978
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,348,978
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 ¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
10.59%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
   CO
 
 
Page 6 of 13
 
 
CUSIP No. 720279108
13G
  
     
1
NAMES OF REPORTING PERSONS
Nisos Purpose Trust
 
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
Cayman Islands
 
NUMBER OF
SHARES
5
SOLE VOTING POWER
0
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
12,348,978
EACH
REPORTING
7
SOLE DISPOSITIVE POWER
0
PERSON WITH
8
SHARED DISPOSITIVE POWER
 
12,348,978
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,348,978
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 ¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
10.59%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
   OO
 
 
Page 7 of 13
 
 
CUSIP No. 720279108
13G
  
     
1
NAMES OF REPORTING PERSONS
AMCO PTC
 
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
Cayman Islands
 
NUMBER OF
SHARES
5
SOLE VOTING POWER
0
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER
12,348,978
EACH
REPORTING
7
SOLE DISPOSITIVE POWER
0
PERSON WITH
8
SHARED DISPOSITIVE POWER
 
12,348,978
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,348,978
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 ¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
10.59%
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
   CO
 
 
Page 8 of 13
 
 
Responses to each item of this Statement on Schedule 13G (this “Statement” or this “Schedule 13G”) are incorporated by reference into the response to each other item, as applicable.

Item 1(a).
Name of Issuer:
 
The issuer of the securities to which this Statement relates is Pier 1 Imports, Inc. (the “Issuer”).
 
Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
The Issuer's principal executive offices are located at 100 Pier 1 Place, Fort Worth, Texas 76102.
 
Item 2(a).
Name of Person Filing:
 
 
This Statement is filed jointly by (i)  Greek Investments, Inc., a Turks & Caicos company (“Greek Investments”), (ii) Panayotis Constantinou, a Venezuelan citizen (“P. Constantinou”), (iii) Jorge Constantinou, a Venezuelan citizen (“J. Constantinou”), (iv) Milany Limited, a Cayman Islands exempted company (“Milany”), (v) Eleonas Ltd, a Cayman Islands exempted company (“Eleonas”), (vi) the Nisos Purpose Trust (the “Nisos Trust”), and (vii) AMCO PTC, Cayman Islands exempted company (“AMCO”), as trustee on behalf of the Nisos Trust (Greek Investments, P. Constantinou, J. Constantinou, Milany, Eleonas, the Nisos Trust and AMCO are collectively referred to as the “Reporting Persons”).
 
The agreement among the Reporting Persons relating to the joint filing of this Statement is attached as Exhibit 99.1 to this Schedule 13G.  Information in this Schedule 13G with respect to each of the Reporting Persons is given solely by that particular Reporting Person, and none of the other Reporting Persons has any responsibility for the accuracy or completeness of information with respect to any other Reporting Person.
 
Item 2(b).
Address of Principal Business Office:
 
The principal business office for Greek Investments is Harbour House Queen Street, Grand Turk, Turks and Caicos Islands.  The mailing address of Greek Investments is P.O. Box 10908, Caparra Heights Station, San Juan, Puerto Rico 00922-0908.
 
The principal address of each of P. Constantinou and J. Constantinou is Zalokosta 14, Paleo Psihiko, Athens 15452, Greece.
 
The principal business address of each of Milany, Eleonas, the Nisos Trust and AMCO is P.O. Box 1586 GT, 24 Shedden Road, George Town, Grand Cayman, KY1-1110.
 
Item 2(c).
Citizenship:
 
See Item 4 of the cover pages for each Reporting Person, which Items are incorporated herein by reference.
 
Item 2(d).
Title of Class of Securities:
 
The title of the class of securities is Common Stock, $0.001 par value per share (the “Common Stock”).
 
Item 2(e).
CUSIP Number:
 
The CUSIP number is 720279108.
 
Item 3.
If this statement is filed pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
 
The filing categories pursuant to Rule 13d-1(b), 13d-2(b) and (c) are not applicable to each of the Reporting Persons.
 
 
Page 9 of 13
 
 
Item 4.
Ownership.
 
 
(a)
Amount of Common Stock beneficially owned by the Reporting Persons:  12,348,978 (the “Shares”).  Each of the Reporting Persons, other than Greek Investments and Milany, disclaim beneficial ownership of the Shares reported as beneficially owned by any such Reporting Person, and the filing of this Schedule 13G shall not be construed as an admission that any such person is the beneficial owner of any such securities.
 
 
(b)
Percent of class of Common Stock beneficially owned by the Reporting Persons:
 
10.59%
 
 
(c)
Number of shares of Common Stock to which each Reporting Person has:
 
 
(i)
sole power to vote or to direct the vote:
 
See Item 5 of cover pages for each Reporting Person, which is incorporated herein by reference.
 
 
(ii)
shared power to vote or to direct the vote:
 
See Item 6 of cover pages for each Reporting Person, which is incorporated herein by reference.
 
 
(iii)
sole power to dispose or to direct the disposition of:
 
See Item 7 of cover pages for each Reporting Person, which is incorporated herein by reference.
 
 
(iv)
shared power to dispose or to direct the disposition of:
 
See Item 8 of cover pages for each Reporting Person, which is incorporated herein by reference.
 
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      ¨.

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
 
Following a restructuring of the ownership of Greek Investments on July 27, 2011, none of the Reporting Persons, other than Greek Investments and Milany, retained an economic interest in the Shares.  Another person, Cubiro Investments Limited, owns all of the rights to receive, or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares.
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
 
Not applicable.
 
Item 8.
Identification and Classification of Members of the Group.
 
Not applicable.

Item 9.
Notice of Dissolution of Group.
 
Not applicable.
 
 
Page 10 of 13
 
 
Item 10.
Certification.
 
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.

 
Page 11 of 13
 
 
SIGNATURES
 
After reasonable inquiry and to the best knowledge and belief of each of the undersigned, each of the undersigned certifies that the information set forth in this statement with respect to such person is true, complete and correct.
 
Dated: August 8, 2011
 
 
GREEK INVESTMENTS, INC.
     
 
By:
/s/ Panayotis Constantinou
 
Name:
Panayotis Constantinou
 
Its:
Director
     
 
/s/ Panayotis Constantinou
 
PANAYOTIS CONSTANTINOU
     
 
/s/ Jorge Constantinou
 
JORGE CONSTANTINOU
     
 
MILANY LIMITED
     
 
By:
 /s/ Fay Anne De Freitas and /s/ Ashleigh Moore
 
Name:
 Fay Anne De Freitas and Ashleigh Moore
 
Its:
 Corporate Directors
     
 
ELEONAS LTD
     
 
By:
 /s/ Fay Anne De Freitas and /s/ Ashleigh Moore
 
Name:
 Fay Anne De Freitas and Ashleigh Moore
 
Its:
 Corporate Directors
     
 
NISOS PURPOSE TRUST, AMCO PTC AS TRUSTEE
     
 
By:
 /s/ Brian Taylor and /s/ Piers Stradling
 
Name:
 Brian Taylor and Piers Stradling
 
Its:
 Directors
     
 
AMCO PTC
     
 
By:
 /s/ Brian Taylor and /s/ Piers Stradling
 
Name:
 Brian Taylor and Piers Stradling
 
Its:
Directors

 
Page 12 of 13
 

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
 
Note.  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Section 240.13d-7 for other parties for whom copies are to be sent.
 
Attention. Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001.).
 

 
Page 13 of 13
 
EX-99.1 2 v230999_ex99-1.htm Unassociated Document
Exhibit 99.1
 
AGREEMENT OF JOINT FILING
PIER 1 IMPORTS, INC.

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby confirm the agreement by and among them to the joint filing on behalf of them of Statement 13G and any and all further amendments thereto, with respect to the above referenced securities and that this Agreement be included as an Exhibit to such filing.  This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement.

 
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of August 8, 2011.
 
 
MILANY LIMITED
     
 
By:
 /s/ Fay Anne De Freitas and /s/ Ashleigh Moore
 
Name:
 Fay Anne De Freitas and Ashleigh Moore
 
Its:
 Corporate Directors
     
     
 
ELEONAS LTD
     
 
By:
 /s/ Fay Anne De Freitas and /s/ Ashleigh Moore
 
Name:
 Fay Anne De Freitas and Ashleigh Moore
 
Its:
 Corporate Directors
     
     
 
NISOS PURPOSE TRUST, AMCO PTC AS TRUSTEE
     
 
By:
 /s/ Brian Taylor and /s/ Piers Stradling
 
Name:
 Brian Taylor and Piers Stradling
 
Its:
 Directors
     
     
 
AMCO PTC
     
 
By:
 /s/ Brian Taylor and /s/ Piers Stradling
 
Name:
 Brian Taylor and Piers Stradling
 
Its:
 Directors
     
     
  /s/ Panayotis Constantino
 
PANAYOTIS CONSTANTINOU
     
     
 
[Signatures Continue on the Following Page]

 
 
 

 
GREEK INVESTMENTS, INC.
     
 
By:
 /s/ Panayotis Constantino
 
Name:
 Panayotis Constantino
 
Its:
 Director
     
     
  /s/ Jorge Constantino
 
JORGE CONSTANTINOU