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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
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Checkpoint Systems, Inc.
-------------------------------------------------------------
(Name of Issuer)
Common Stock
---------------------------------------------------
(Title of Class of Securities)
162825103
-----------------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement [X]. (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 11 Pages
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CUSIP NO. 162825103 13G PAGE 2 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Strome Susskind Investment Management, L.P. #95-4450882
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
Delaware
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
1,382,700
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
1,382,700
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
1,382,700
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
9.73%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
- ------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP NO. 162825103 13G PAGE 3 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SSCO, Inc. #95-4450883
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
Delaware
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
1,382,700
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
1,382,700
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
1,382,700
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
9.73%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
CO, HC
- ------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP NO. 162825103 13G PAGE 4 OF 11 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mark E. Strome ####-##-####
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
U.S.
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
1,382,700
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
1,382,700
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
1,382,700
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
9.73%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
IN, HC
- ------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Page 5 of 11
Item 1 (a) Name of Issuer:
Checkpoint Systems, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
101 Wolf Drive
P.O. Box 188
Thorofare, NJ 08086
Item 2 (a) Name of Person Filing: This statement is being filed by:
a. Strome-Susskind Investment Management, L.P. ("SSIM")
b. SSCO, Inc. ("SSCO"); and
c. Mark E. Strome ("Strome")
collectively the "Reporting Persons".
SSIM is a Delaware limited partnership and a registered investment
adviser. SSIM is the sole general partner of and investment adviser
to two investment limited partnerships that directly own shares of
common stock of Checkpoint Systems, Inc. (the "Stock"). SSIM is also
the investment adviser to an offshore investment corporation that
directly owns shares of the stock.
SSCO is the sole general partner of SSIM. The Strome Family Trust,
dated 12/9/93 (the "Trust") is the controlling shareholder of SSCO.
Mark E. Strome is a settlor and trustee of the Trust.
SSIM's beneficial ownership of the Stock is direct because of its
general partnership interest in each of the two investment limited
partnerships that directly own shares of the Stock. SSIM also has
direct beneficial ownership of the Stock as a result of its
discretionary authority to buy, sell and vote shares of such Stock
for its investment advisory clients (i.e., the two investment
limited partnerships and the investment corporation). SSCO's and
Strome's beneficial ownership is indirect as a result of their
ownership of SSIM, and is reported solely because Rule 13-d (a) and
(b) under the Securities Exchange Act of 1934, as amended, requires
any person who is "directly or indirectly" the beneficial owner of
more than five percent of any equity security of a specific class to
file a Schedule 13G within the specific time period. The answers on
blocks 6, 8, 9 and 11 on pages 3 and 4 above and in responses to
item 4 by SSCO and Strome are given on the
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Page 6 of 11
basis of the "indirect" beneficial ownership referred to in such
Rule, based on the direct beneficial ownership of the Stock by SSIM
and the relationship of SSCO and Strome to SSIM.
Information with respect to each Reporting Person is given solely by
the respective Reporting Person, and no Reporting Person undertakes
hereby any responsibility for the accuracy or completeness of such
information concerning any other Reporting Person.
Item 2 (b) Address of Principal Business office or, if none, residence:
a. 100 Wilshire Blvd., 15th Fl. Santa Monica, CA 90401
b. 100 Wilshire Blvd., 15th Fl. Santa Monica, CA 90401
c. 100 Wilshire Blvd., 15th Fl. Santa Monica, CA 90401
Item 2 (c) Citizenship:
a. Strome-Susskind Investment Management, L.P.; Delaware limited
partnership
b. SSCO, Inc., Delaware corporation
c. Mark E. Strome; United States
Item 2 (d) Title of Class of Securities:
Common Stock
Item 2 (e) CUSIP Number:
162825103
Item 3. Statement Concerning Filings Pursuant to Rule 13d-1(b) or 13d-2(b):
(e) x Investment Adviser
-
(g) x Parent Holding Company [controlling shareholders] [See Item
-
7]
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Page 7 of 11
Item 4. Ownership:
(a) Amount Beneficially Owned: Reporting Persons each directly or
indirectly beneficially own 1,382,700 shares of Stock. The
Partnership and SSIM's beneficial ownership is direct and SSCO
and Strome's beneficial ownership is indirect.
(b) Percent of Class: 9.73%
(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:
The Reporting Parties share with each other the power to vote all
1,382,700 shares of Stock for which they have direct or indirect
beneficial ownership. No other person has the power to vote such
shares.
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of:
The Reporting Parties share with each other the power to dispose of
all 1,382,700 shares for which they have direct or indirect
beneficial ownership. They do not share this power with any other
person.
Item 5. Ownership of Five Percent or Less of a Class:
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
SSIM, a registered investment adviser, SSCO, its general partner and
Strome, the trustee of SSCO's controlling shareholder, have the right
or the power to direct the receipt of dividends from the Stock, and
to direct the receipt of proceeds from the sale of Stock to SSIM's
investment advisory clients. No single investment advisory client of
SSIM owns more the 5% of the Stock.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company.
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Page 8 of 11
SSCO and Strome are each considered the equivalent of a parent
holding company for purposes of this Schedule 13G. SSIM, a registered
investment adviser, is considered SSCO and Strome's subsidiary. See
Exhibit B.
Item 8. Identification and Classification of Members of the Group:
Not Applicable
Item 9. Notice of Dissolution of Group:
Not Applicable
Item 10. Certification:
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 and 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 purpose or
effect.
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.
/s/ Mark E. Strome
----------------------------------------------
Mark E. Strome
STROME SUSSKIND INVESTMENT MANAGEMENT, L.P.
By SSCO, Inc., its General Partner
By: /s/ Jeffrey S. Lambert
-------------------------------------------
Jeffrey S. Lambert , Chief Financial Officer
SSCO, INC.
By: /s/ Jeffrey S. Lambert
-------------------------------------------
Jeffrey S. Lambert, Chief Financial Officer
-------------------------------------------
February 12, 1996
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Page 9 of 11
EXHIBITS
EXHIBIT A Statement With Respect to Joint Filing of Schedule 13G
EXHIBIT B Identification and Classification of Subsidiary Which Acquired
Security Being Reported On By the Parent Holding Company
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Page 10 of 11
EXHIBIT A
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f) (1)
----------------------------------------------------
This agreement is made pursuant to Rule 13d-1(f)(1) under the Securities
Exchange Act of 1934 (the "Act") by and among the parties listed below, each
referred to herein as a "Joint Filer." The Joint Filers agree that a statement
of beneficial ownership as required by Section 13(d) of the Act and the Rules
thereunder may be filed on each of their behalf on Schedule 13D or Schedule 13G,
as appropriate, and that said joint filing may thereafter be amended by further
joint filings. The Joint Filers states that they each satisfy the requirements
for making a joint filing under Rule 13d-1.
Dated: February 12, 1996
/s/ Mark E. Strome
- ----------------------------------------------
Mark E. Strome
STROME SUSSKIND INVESTMENT MANAGEMENT, L.P.
By SSCO, Inc., its General Partner
By: /s/ Jeffrey S. Lambert
-------------------------------------------
Jeffrey S. Lambert, Chief Financial Officer
SSCO, INC.
By: /s/ Jeffrey S. Lambert
-------------------------------------------
Jeffrey S. Lambert, Chief Financial Officer
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Page 11 of 11
EXHIBIT B
Identification and Classification of Subsidiary Which
Acquired Security Being Reported On By the Parent Holding Company
SSIM, a registered investment adviser, acquired "beneficial ownership" of the
securities being reported on as a result of its discretionary authority to
acquire, dispose and (with respect to certain of such securities) vote the
securities being reported on. Under a series of SEC no-action letters,
including the letter issued to Warren Buffet and Berkshire Hathaway, Inc.
------------------------------------------
(available December 18, 1987), SSCO and Strome are each considered the
equivalent of a parent holding company of SSIM and are therefore eligible to
report their indirect beneficial ownership in such shares on Schedule 13G.
