0000921895-18-000944.txt : 20180312 0000921895-18-000944.hdr.sgml : 20180312 20180312171236 ACCESSION NUMBER: 0000921895-18-000944 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180312 DATE AS OF CHANGE: 20180312 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: New York & Company, Inc. CENTRAL INDEX KEY: 0001211351 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 331031445 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80433 FILM NUMBER: 18684331 BUSINESS ADDRESS: STREET 1: 330 WEST 34TH STREET - 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: 212-884-2110 MAIL ADDRESS: STREET 1: 330 WEST 34TH STREET - 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 FORMER COMPANY: FORMER CONFORMED NAME: NY & CO GROUP INC DATE OF NAME CHANGE: 20021220 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Philotimo Fund, LP CENTRAL INDEX KEY: 0001688522 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 5850 CORAL RIDGE DRIVE, SUITE 309 CITY: CORAL SPRINGS STATE: FL ZIP: 33076 BUSINESS PHONE: 631-863-3100 MAIL ADDRESS: STREET 1: 5850 CORAL RIDGE DRIVE, SUITE 309 CITY: CORAL SPRINGS STATE: FL ZIP: 33076 SC 13D/A 1 sc13da311527one_03122018.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. 3)1

New York & Company, Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

649295102

(CUSIP Number)

Mr. David L. Kanen

Kanen Wealth Management, LLC

5850 Coral Ridge Drive, Suite 309

Coral Springs, FL 33076

(631) 863-3100

 

ANDREW M. FREEDMAN, ESQ.

OLSHAN FROME WOLOSKY LLP

1325 Avenue of the Americas

New York, New York 10019

(212) 451-2300

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

March 8, 2018

(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 ¨.

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.

 

 

 

1              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. 649295102

  1   NAME OF REPORTING PERSON  
         
        KANEN WEALTH MANAGEMENT, LLC  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        OO; AF  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        FLORIDA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         -0-  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         4,273,236  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          -0-  
    10   SHARED DISPOSITIVE POWER  
           
          4,273,236  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        4,273,236  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        6.7%  
  14   TYPE OF REPORTING PERSON  
         
        IA  

  

2

CUSIP No. 649295102

  1   NAME OF REPORTING PERSON  
         
        DAVID KANEN  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        PF  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        USA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         1,044,725  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         4,273,236  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          1,044,725  
    10   SHARED DISPOSITIVE POWER  
           
          4,273,236  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        5,317,961  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        8.3%  
  14   TYPE OF REPORTING PERSON  
         
        IN  

  

3

CUSIP No. 649295102

The following constitutes Amendment No. 3 to the Schedule 13D filed by the undersigned (“Amendment No. 3”). This Amendment No. 3 amends the Schedule 13D as specifically set forth herein.

Item 3.Source and Amount of Funds or Other Consideration.

Item 3 is hereby amended and restated to read as follows:

The Shares purchased by Philotimo Fund, LP were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by Kanen Wealth Management, LLC were purchased with the funds for the accounts of its customers (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by Mr. Kanen were purchased with personal funds (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The aggregate purchase price of the 3,525,955 Shares beneficially owned by Kanen Wealth Management, LLC is approximately $7,621,971, including brokerage commissions. The aggregate purchase price of the 747,281 Shares beneficially owned by Philotimo Fund, LP is approximately $1,459,972, including brokerage commissions. The aggregate purchase price of the 1,044,725 Shares beneficially owned by Mr. Kanen is approximately $1,751,365, including brokerage commissions.

Item 4.Purpose of Transaction

Item 4 is hereby amended to add the following:

The Reporting Persons would like to speak with board of directors and executive management of the Issuer regarding a meaningful increase in their stock buyback. Additionally, the Reporting Persons would like to discuss what has been up to this point in-opportunistic “capital allocation”.

Item 5.Interest in Securities of the Issuer.

Items 5(a)-(c) are hereby amended and restated to read as follows:

The aggregate percentage of Shares reported owned by each person named herein is based upon 64,057,593 Shares outstanding, as of November 29, 2017, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 6, 2017.

A.Kanen Wealth Management, LLC
(a)As of the close of business on March 12, 2018, Kanen Wealth Management, LLC directly beneficially owned 3,525,955 Shares. Kanen Wealth Management, LLC, as the general partner of Philotimo Fund, LP, may be deemed the beneficial owner of the 747,281 Shares owned by the Philotimo Fund, LP.

Percentage: Approximately 6.7%

(b)1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 4,273,236
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 4,273,236

 

(c)The transactions in the Shares by Kanen Wealth Management, LLC and on behalf of Philotimo Fund, LP during the past sixty days are set forth in Schedule A and are incorporated herein by reference.
4

CUSIP No. 649295102

B.Mr. Kanen
(a)As of the close of business on March 12, 2018, Mr. Kanen directly beneficially owned 1,044,725 Shares. Mr. Kanen, as the managing member of Kanen Wealth Management, LLC, may be deemed the beneficial owner of the (i) 3,525,955 Shares owned by Kanen Wealth Management, LLC and (ii) 747,281 Shares owned by Philotimo Fund, LP.

Percentage: Approximately 8.3%

(b)1. Sole power to vote or direct vote: 1,044,725
2. Shared power to vote or direct vote: 4,273,236
3. Sole power to dispose or direct the disposition: 1,044,725
4. Shared power to dispose or direct the disposition: 4,273,236

 

(c)The transactions in the Shares by Mr. Kanen and on behalf of each of Kanen Wealth Management, LLC and Philotimo Fund, LP during the past sixty days are set forth in Schedule A and are incorporated herein by reference.

Kanen Wealth Management, LLC in its role as investment manager to several customer accounts (collectively, the "Accounts") to which it furnishes investment advice, and Mr. Kanen, as the managing member of Kanen Wealth Management, LLC, may each be deemed to beneficially own shares of the Issuer's Shares held in the Accounts.

Each Reporting Person, as a member of a “group” with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons. Each Reporting Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein.

5

CUSIP No. 649295102

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: March 12, 2018

 

 

 

  KANEN WEALTH MANAGEMENT, LLC
   
  By:

/s/ David Kanen

    Name: David Kanen
    Title: Managing Member, Kanen Wealth Management LLC

 

 

 

   
   
 

/s/ David Kanen

  DAVID KANEN

  

6

CUSIP No. 649295102

 

SCHEDULE A

Transactions in the Shares of the Issuer During the Past Sixty Days

Nature of the Transaction

Amount of Shares

Purchased/(Sold)

Price ($)

Date of

Purchase/Sale

KANEN WEALTH MANAGEMENT, llC 

Purchase of Common Stock 1,000 2.9666 01/30/2018
Purchase of Common Stock 1,500 2.9653 02/07/2018
Purchase of Common Stock 5,000 2.8604 02/20/2018
Purchase of Common Stock 29,092 2.7020 02/26/2018
Purchase of Common Stock 8,000 2.8799 03/05/2018
Purchase of Common Stock 5,879 2.8000 03/08/2018

 

DAvid Kanen

 

Purchase of Common Stock 4,000 2.9666 01/30/2018
Purchase of Common Stock 22,875 3.0498 01/31/2018
Purchase of Common Stock 2,437 3.0400 02/01/2018
Purchase of Common Stock 6,702 2.9516 02/02/2018
Purchase of Common Stock 7,710 2.9653 02/07/2018
Purchase of Common Stock 39,067 2.9283 02/08/2018
Purchase of Common Stock 25,802 2.8978 02/09/2018
Purchase of Common Stock 17,759 2.8931 02/12/2018
Purchase of Common Stock 7,241 2.7369 02/13/2018
Purchase of Common Stock 14,000 2.7500 02/27/2018
Purchase of Common Stock 3,700 2.7300 03/06/2018
Purchase of Common Stock 1,000 2.8000 03/08/2018

philotimo fund, lP 

Sale of Common Stock (3,015) 3.1506 01/18/2018