-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, X7yaQQIrfhbIaCZJWiSJVTvsV0xzVBSM8AE3N8P7sFIb0COI/HFNxP8FKWKNVNqT AzMyMSDEhKTqqpjTLnFBWg== 0000902664-95-000010.txt : 19950515 0000902664-95-000010.hdr.sgml : 19950515 ACCESSION NUMBER: 0000902664-95-000010 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950213 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: STAPLES INC CENTRAL INDEX KEY: 0000791519 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PAPER AND PAPER PRODUCTS [5110] IRS NUMBER: 042896127 STATE OF INCORPORATION: DE FISCAL YEAR END: 0127 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-40717 FILM NUMBER: 95509265 BUSINESS ADDRESS: STREET 1: 100 PENNSYLVANIA AVE STREET 2: P O BOX 9328 CITY: FRAMINGHAM STATE: MA ZIP: 01701-9328 BUSINESS PHONE: 5083708500 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ARDSLEY ADVISORY PARTNERS CENTRAL INDEX KEY: 0000900529 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 646 STEAMBOAT ROAD CITY: GREENWICH STATE: CT ZIP: 06830 MAIL ADDRESS: STREET 1: CHRISTINE Y HOMER STREET 2: 900 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________ SCHEDULE 13G ________________ INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)* Staples, Inc. (NAME OF ISSUER) Common Stock, $.0006 par value (TITLE OF CLASS OF SECURITIES) 855030 10 2 (CUSIP NUMBER) Check the following box if a fee is being paid with this statement. [ ] (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). __________________ * 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). PAGE 1 OF 7 PAGES 13G CUSIP No. 855030 10 2 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ardsley Advisory Partners _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [x] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATION Connecticut _____________________________________________________________________________ NUMBER OF (5) SOLE VOTING POWER - 0 - SHARES ______________________________________________________________ BENEFICIALLY (6) SHARED VOTING POWER 1,145,000 OWNED BY ______________________________________________________________ EACH (7) SOLE DISPOSITIVE POWER - 0 - REPORTING ______________________________________________________________ PERSON WITH (8) SHARED DISPOSITIVE POWER 1,145,000 _____________________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,145,000 _____________________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.8% _____________________________________________________________________________ (12) TYPE OF REPORTING PERSON ** IA _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 2 OF 7 PAGES 13G CUSIP No. 855030 10 2 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Philip J. Hempleman _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [x] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATION United States _____________________________________________________________________________ NUMBER OF (5) SOLE VOTING POWER - 0 - SHARES ______________________________________________________________ BENEFICIALLY (6) SHARED VOTING POWER 1,145,000 OWNED BY ______________________________________________________________ EACH (7) SOLE DISPOSITIVE POWER - 0 - REPORTING ______________________________________________________________ PERSON WITH (8) SHARED DISPOSITIVE POWER 1,145,000 _____________________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,145,000 _____________________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.8% _____________________________________________________________________________ (12) TYPE OF REPORTING PERSON ** IN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 3 OF 7 PAGES This Amendment No. 1 to Schedule 13G restates the entire text of the Schedule 13G in accordance with Rule 101(a)(2)(iii) of Regulation S-T. ITEM 1(a). NAME OF ISSUER: Staples, Inc. (the "Company") ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 100 Pennsylvania Avenue, Framingham, MA 01701-9328 ITEM 2(a). NAME OF PERSON FILING: Ardsley Advisory Partners Philip J. Hempleman ITEM 2(b). ADDRESS OF PRINCIPAL OFFICE OR, IF NONE, RESIDENCE: 646 Steamboat Road, Greenwich, CT 06830 ITEM 2(c). CITIZENSHIP: Ardsley Advisory Partners is a general partnership organized under the laws of the State of Connecticut. Philip J. Hempleman is a citizen of the United States. ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, $.0006 par value (the "Common Stock") ITEM 2(e). CUSIP NUMBER: 855030 10 2 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d -1(b), OR 13d-2(b), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or dealer registered under Section 15 of the Act (b) [ ] Bank as defined in Section 3(a)(6) of the Act (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (d) [ ] Investment Company registered under Section 8 of the Investment Company Act (e) [x] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Rule 13d- 1(b)(1)(ii)(F) PAGE 4 OF 7 PAGES (g) [ ] Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G); see item 7 (h) [ ] Group, in accordance with Rule 13d- 1(b)(1)(ii)(H) ITEM 4. OWNERSHIP. (a) Amount beneficially owned: 1,145,000 (b) Percent of class: 1.8% (based on the 62,623,502 shares of Common Stock outstanding as of November 30, 1994, as reflected in the Company's Form 10-Q for the quarter ended October 29, 1994.) (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote - 0 - (ii) shared power to vote or to direct the vote 1,145,000 (iii) sole power to dispose or to direct the disposition of - 0 - (iv) shared power to dispose or to direct the disposition of 1,145,000 By virtue of Mr. Hempleman's position as managing partner of Ardsley Advisory Partners, Mr. Hempleman may be deemed to have the shared power to vote or direct the vote of, and the shared power to dispose, or direct the disposition of the 1,145,000 shares of Common Stock held by the discretionary accounts managed by Ardsley Advisory Partners, constituting 1.8% of the shares outstanding and, therefore, Mr. Hempleman may be deemed to be the beneficial owner of such shares. PAGE 5 OF 7 PAGES ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. As of December 31, 1994, the reporting persons have ceased to be the beneficial owners of more than five percent of the Common Stock. 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. 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. CERTIFICATION. (if filing pursuant to Rule 13d- 1(b)) By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business, were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. PAGE 6 OF 7 PAGES 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 13, 1995 (Date) ARDSLEY ADVISORY PARTNERS /s/ PHILIP J. HEMPLEMAN (Signature) Philip J. Hempleman/ Managing Partner (Name/Title) PHILIP J. HEMPLEMAN /s/ PHILIP J. HEMPLEMAN (Signature) PAGE 7 OF 7 PAGES -----END PRIVACY-ENHANCED MESSAGE-----