-----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, JB/mLvI1a+/6QvfWRt8jWwZ2wGBKXxORAxTmYF0YI/GWHYQsolLQ7+MwkdvQcNbh SDW3FPA0TRvAf8B5NbeYIA== 0000892712-02-000208.txt : 20020503 0000892712-02-000208.hdr.sgml : 20020503 ACCESSION NUMBER: 0000892712-02-000208 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020503 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RENT WAY INC CENTRAL INDEX KEY: 0000893046 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 251407782 STATE OF INCORPORATION: PA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-46206 FILM NUMBER: 02633986 BUSINESS ADDRESS: STREET 1: ONE RENTWAY PLACE CITY: ERIE STATE: PA ZIP: 16505 BUSINESS PHONE: 8144555378 MAIL ADDRESS: STREET 1: ONE RENTWAY PLACE CITY: ERIE STATE: PA ZIP: 16505 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CALM WATERS PARTNERSHIP CENTRAL INDEX KEY: 0001144819 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 100 HERITAGE RESERVE CITY: MENOMONEE FALLS STATE: WI ZIP: 53051 BUSINESS PHONE: 4143593337 MAIL ADDRESS: STREET 1: 100 HERITAGE RESERVE CITY: MENOMONEE FALLS STATE: WI ZIP: 53051 SC 13G 1 rw_schedule13g.htm SCHEDULE 13G

 

 

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

________________

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. __)*

Rent-Way, Inc.
(Name of Issuer)

Common Stock
No Par Value
(Title of Class of Securities)

76009U104
(CUSIP Number)

April 26, 2002
(Date of Event Which Requires Filing of this Statement)

 

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

[   ]
[X]
[   ]

Rule 13d-1(b)
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).

 

 

13G


CUSIP No. 76009U104



Page 2 of 7 Pages



1


NAME OF REPORTING PERSON/
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only)
Calm Waters Partnership
39-6220593


2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [  ]


3


SEC USE ONLY



4


CITIZENSHIP OR PLACE OF ORGANIZATION

Wisconsin

Number of
Shares Beneficially
Owned by Each
Reporting Person
With



5


SOLE VOTING POWER

 



6


SHARED VOTING POWER

1,336,250

 



7


SOLE DISPOSITIVE POWER

 



8


SHARED DISPOSITIVE POWER

1,336,250



9


AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,336,250



10


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

N/A



11


PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.2%



12


TYPE OF REPORTING PERSON

PN

13G


CUSIP No. 76009U104



Page 3 of 7 Pages



1


NAME OF REPORTING PERSON/
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only)
Richard S. Strong


2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [  ]


3


SEC USE ONLY



4


CITIZENSHIP OR PLACE OF ORGANIZATION

USA

Number of
Shares Beneficially
Owned by Each
Reporting Person
With



5


SOLE VOTING POWER

0

 



6


SHARED VOTING POWER

1,336,285(1)

 



7


SOLE DISPOSITIVE POWER

 



8


SHARED DISPOSITIVE POWER

1,336,285(1)



9


AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,336,285(1)



10


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

N/A



11


PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.2%(1)



12


TYPE OF REPORTING PERSON

IN

                                

(1)

The beneficial ownership of Common Stock reported by the above-named Reporting Person includes 35 shares held by a separate account over which Strong Capital Management, Inc. ("SCM"), a registered investment adviser and wholly-owned subsidiary of Strong Financial Corporation ("SFC"), has discretionary authority, and beneficial ownership of which may be attributed to the above-named Reporting Person by virtue of his control of SCM and SFC.

 

 

13G


CUSIP No. 76009U104



Page 4 of 7 Pages

Item 1(a).

Name of Issuer

 

Rent-Way, Inc.

Item 1(b).

Address of Issuer's Principal Executive Offices

 

One Rent Way Place
Erie, Pennsylvania 16505
USA

Item 2(a).
Item 2(b).
Item 2(c).

Name of Person Filing
Address of Principal Business Office
Citizenship

 

Calm Waters Partnership
(together with Richard S. Strong,
the "Reporting Persons")
100 Heritage Reserve
Menomonee Falls
Wisconsin 53051
(414) 359-3400
A Wisconsin general partnership

 

Richard S. Strong
100 Heritage Reserve
Menomonee Falls
Wisconsin 53051
(414) 359-3400
U.S. Citizen

Item 2(d).

Title of Class of Securities

 

Common Stock, No Par Value.

Item 2(e).

CUSIP Number

 

76009U104

 

Calm Waters Partnership is a private investment fund owned by Mr. Strong and family members.

 

 

13G


CUSIP No. 76009U104



Page 5 of 7 Pages

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

 

N/A

Item 4.

Ownership

 

(a)

Amount beneficially owned:

   

See responses to Item 9 of the cover pages(2)

 

(b)

Percent of Class:

   

See responses to Item 11 of the cover pages(2)

 

(c)

Number of shares as to which such persons have:

   

(i)

Sole power to vote or to direct the vote:
See responses to Item 5 of the cover pages.

   

(ii)

Shared power to vote or to direct the vote:
See responses to Item 6 of the cover pages.

   

(iii)

Sole power to dispose or to direct the disposition of:
See responses to Item 7 of the cover pages.

   

(iv)

Shared power to dispose or to direct the disposition of:
See responses to Item 8 of the cover pages.

Item 5.

Ownership of Five Percent or Less of a Class

 

N/A

                                

(2)

The beneficial ownership of Common Stock reported by the Reporting Persons consists of:

 

(i)

1,241,500 shares of Common Stock owned directly by Calm Waters Partnership and indirectly by Mr. Strong by virtue of the ownership of Calm Waters Partnership by Mr. Strong and other family members; and

 

(ii)

94,750 shares of Common Stock issuable upon exercise of a warrant purchased by Calm Waters Partnership from Rent-Way, Inc. in the transaction described below.

On April 25, 2002, Calm Waters Partnership purchased 947,500 shares of Common Stock and a warrant to purchase 94,750 shares of Common Stock in a private placement from Rent-Way, Inc. pursuant to a Common Stock and Warrant Purchase Agreement dated April 18, 2002 (the "Purchase Agreement"). Under the terms of the Purchase Agreement, Calm Waters has the right to acquire additional shares and additional warrants in the future, subject to certain conditions. Because the Reporting Persons are not the beneficial owners of the additional shares or the shares issuable upon exercise of the additional warrants for purposes of Rule 13d-3 under the Securities and Exchange Act of 1934, such shares have not been included in the share ownership information listed above. In the event the Reporting Persons acquire beneficial ownership of such additional shares, they will file an amendment to this Schedule 13G.

 

 

13G


CUSIP No. 76009U104



Page 6 of 7 Pages

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

N/A

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company

 

N/A

Item 8.

Identification and Classification of Members of the Group

 

N/A

Item 9.

Notice of Dissolution of Group

 

N/A

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.

Dated: May 3, 2002

/s/ Richard S. Strong                                       
    Richard S. Strong

   
 

Calm Waters Partnership

Dated: May 3, 2002

By: /s/ Richard S. Strong                                 
        Richard S. Strong
        General Partner

 

 

 

 



Page 7 of 7 Pages

Exhibit A

JOINT FILING AGREEMENT

        In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing with the other reporting person of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock, no par value, of Rent-Way, Inc., and that this Agreement be included as an Exhibit to such joint filing.

        This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

        IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this 3rd day of May, 2002.

Dated: May 3, 2002

/s/ Richard S. Strong                                       
    Richard S. Strong

   
 

Calm Waters Partnership

Dated: May 3, 2002

By: /s/ Richard S. Strong                                 
        Richard S. Strong
        General Partner

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