-----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, UdGOXiJ/ZmOFovI/JzB/tY74+B4YkYU+RlfBNB8vk5pgsRyOrIyslDo+5JS2c+Xo FMVSzuFg5YI3cIiWMXWmpA== 0001193125-06-029522.txt : 20060214 0001193125-06-029522.hdr.sgml : 20060214 20060213211256 ACCESSION NUMBER: 0001193125-06-029522 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TECHNOLOGY SOLUTIONS COMPANY CENTRAL INDEX KEY: 0000877645 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 363584201 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42062 FILM NUMBER: 06606429 BUSINESS ADDRESS: STREET 1: 205 N MICHIGAN AVE STREET 2: SUITE 1500 CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3122284500 MAIL ADDRESS: STREET 1: 205 NORTH MICHIGAN AVE STREET 2: SUITE 1500 CITY: CHICAGO STATE: IL ZIP: 60601 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BROOKSIDE CAPITAL PARTNERS FUND LP CENTRAL INDEX KEY: 0001028348 IRS NUMBER: 043313066 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 111 HUNTINGTON AVENUE STREET 2: 617-516-2000 CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 617-516-2000 MAIL ADDRESS: STREET 1: 111 HUNTINGTON AVENUE CITY: BOSTON STATE: MA ZIP: 02199 SC 13G/A 1 dsc13ga.htm AMENDMENT NO.4 TO SCHEDULE 13G Amendment No.4 to Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

 

 

Information Statement Pursuant to Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

 

 

 

 

 

Technology Solutions Company

(Name of Issuer)

 

 

Common Stock, par value $.01 per share

(Title of Class of Securities)

 

 

87872T 10 8

(CUSIP Number)

 

 

December 31, 2005

(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 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).


CUSIP No. 87872T 10 8    13G    Page 2 of 6 Pages

 

  1.  

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

 

Brookside Capital Partners Fund, L.P.

EIN No.: 04-3313066

   
  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

 

         0

 

  7.    SOLE DISPOSITIVE POWER

 

         0

 

  8.    SHARED DISPOSITIVE POWER

 

         0

  9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

0

   
10.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

   
11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 

0%

   
12.  

TYPE OF REPORTING PERSON*

 

 

PN

   


Item 1(a). Name of Issuer

 

The name of the issuer to which this filing on Schedule 13G/A relates is Technology Solutions Company (the “Company”).

 

Item 1(b). Address of Issuer’s Principal Executive Offices

 

The principal executive offices of the Company are located at 205 North Michigan Avenue, Suite 1500, Chicago, Illinois 60601.

 

Item 2(a). Name of Person Filing

 

This Statement is being filed on behalf of Brookside Capital Partners Fund, L.P., a Delaware limited partnership (the “Brookside Fund”). Brookside Capital Investors, L.P., a Delaware limited partnership (“Brookside Investors”), is the sole general partner of the Brookside Fund. Brookside Capital Management, LLC, a Delaware limited liability company (“Brookside Management”), is the sole general partner of Brookside Investors. Mr. Domenic J. Ferrante is the sole managing member of Brookside Management.

 

Item 2(b). Address of Principal Business Office or, if none, Residence

 

The principal business address of each of the Brookside Fund, Brookside Investors, Brookside Management and Mr. Ferrante is 111 Huntington Avenue, Boston, Massachusetts 02199.

 

Item 2(c). Citizenship

 

Each of the Brookside Fund, Brookside Investors and Brookside Management is organized under the laws of the State of Delaware. Mr. Ferrante is a citizen of the United States.

 

Item 2(d). Title of Class of Securities

 

The class of equity securities of the Company to which this filing on Schedule 13G/A relates is Common Stock, par value $.01 per share.

 

Item 2(e). CUSIP Number

 

The CUSIP number of the Company’s Common Stock is 87872T 10 8.

 

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: Not applicable.

 

(a)

 

¨

  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

 

¨

  Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 73c).

(c)

 

¨

  Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

3


(d)

 

¨

  Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)

 

¨

  An investment adviser in accordance with §13d-1(b)(1)(ii)(E).

(f)

 

¨

  An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).

(g)

 

¨

  A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).

(h)

 

¨

  A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

(i)

 

¨

  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)

 

¨

  Group, in accordance with §240.13d-1(b)(1)(ii)(J).
   

x

  If this statement is filed pursuant to §240.13d-1(c), check this box.

 

Item 4. Ownership

 

Item 4(a). Amount beneficially owned

 

As of the close of business on December 31, 2005, the Brookside Fund owned no shares of the Common Stock outstanding of the Company. The Brookside Fund acts by and through its general partner, Brookside Investors. Brookside Investors acts by and through its general partner, Brookside Management. Mr. Ferrante is the managing member of Brookside Management and is thus the controlling person of Brookside Management. No person other than the respective owner referred to herein of shares of Common Stock 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 shares of Common Stock.

 

Item 4(b). Percent of Class

 

As of the close of business on December 31, 2005, the Brookside Fund owned 0% of the Common Stock outstanding of the Company. The aggregate percentage of Common Stock reported owned by the Brookside Fund is based upon 2,354,356 shares of Common Stock outstanding, which is the total number of Common Stock outstanding as of November 9, 2005 based on representations made in the Company’s quarterly report for the quarter ending September 30, 2005 on Form 10-Q filed with the Securities and Exchange Commission on November 14, 2005.

 

Item 4(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:  

0

   
   

(iii)

  sole power to dispose or to direct the disposition of:  

0

   
   

(iv)

  shared power to dispose or to direct the disposition of:  

0

   

 

4


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 x.

 

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.

 

5


Item 10. Certification

 

Inasmuch as the reporting persons are no longer the beneficial owners of more than five percent of the number of shares outstanding, the reporting persons have no further reporting obligation under Section 13(d) of the Securities and Exchange Commission thereunder, and the reporting persons have no obligation to amend this Statement if any material change occurs in the facts set forth herein. By signing below, the undersigned 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 that purpose or effect.

 

Dated: February 14, 2006

 

BROOKSIDE CAPITAL PARTNERS FUND, L.P.

By:   /s/ Domenic J. Ferrante
   

Name: Domenic J. Ferrante

Title: Managing Director

 

6

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