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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Styling Technology Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
8639051
(CUSIP Number)
Mr. Lance Laifer With a copy to:
Laifer Capital Management, Inc. Gerald Adler, Esq.
Hilltop Partners, L.P. Shereff, Friedman, Hoffman & Goodman, LLP
45 West 45th Street 919 Third Avenue
New York, New York 10036 New York, New York 10022
(212) 921-4139 (212) 758-9500
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
April 3, 1997
(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 which is the subject of this Schedule 13D, and is filing this
statement because of Rule 13d-1(b) (3) or (4), check the following: [ ].
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*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).
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SCHEDULE 13D
CUSIP No. 8639051 Page 2 of ___ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Hilltop Partners, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES 315,000
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 315,000
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
315,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.0%
14 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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SCHEDULE 13D
CUSIP No. 8639051 Page 3 of ___ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Laifer Capital Management, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES 604,400
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 411,300
PERSON 10 SHARED DISPOSITIVE POWER
WITH 193,100
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
604,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.3%
14 TYPE OF REPORTING PERSON*
CO, IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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SCHEDULE 13D
CUSIP No. 8639051 Page 4 of ___ Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lance Laifer
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES 604,400
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 411,300
PERSON 10 SHARED DISPOSITIVE POWER
WITH 193,100
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
604,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.3%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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Schedule 13D
Amendment No. 1
Styling Technology Corporation
This Amendment No. 1 to the Statement on Schedule 13D amends and
supplements the Statement on Schedule 13D relating to the event date of December
20, 1996 (the "Schedule 13D") filed by Hilltop Partners, L.P., Laifer Capital
Management, Inc. and Lance Laifer (collectively, the "Reporting Persons")
relating to the common stock (the "Common Stock") of Styling Technology
Corporation (the "Company"). The address of the principal executive offices of
the Company is 1146 South Cedar Ridge, Duncanville, TX 75137. Capitalized terms
used herein and not defined herein shall have the meanings assigned thereto in
the Schedule 13D.
Item 5. Interest in Securities of Issuer.
Item 5 of the Schedule 13D is hereby amended to read in its entirety as
follows:
(a) Hilltop is the beneficial owner of 315,000 shares (8.0%) of Common
Stock.
Laifer Capital Management, Inc. is the beneficial owner of 604,400 shares
(15.3%) of Common Stock. The 604,400 shares of Common Stock beneficially owned
by Laifer Capital Management, Inc. includes:
(i) 315,000 shares of Common Stock beneficially owned by Laifer Capital
Management, Inc. in its capacity as General Partner and Investment Advisor to
Hilltop, which shares have been described in the previous paragraph; and
(ii) 289,400 shares of Common Stock beneficially owned by Laifer Capital
Management, Inc. in its capacity as Investment Advisor to various other clients.
These clients include: (a) Wolfson, with an address at One State Street Plaza,
New York, New York 10004-1505, and (b) Offshore, a Cayman Islands company, with
an address c/o Consolidated Fund Management Limited, P.O. Box HM 2257, Par La
Ville Place, 14 Par La Ville Road, Hamilton HMJX, Bermuda (collectively, the
"Clients").
Lance Laifer, as president, sole director and principal stockholder of
Laifer Capital Management, Inc., is deemed to have the same beneficial ownership
as Laifer Capital Management, Inc.
The number of shares beneficially owned by the Reporting Persons and the
percentage of outstanding shares represented thereby have been computed in
accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as
amended. There were 3,948,703 shares of Common Stock of the Company outstanding
as of December 31, 1996.
(b) Hilltop has the sole power (i) to vote or to direct the voting of and
(ii) to dispose and to direct the disposition of the 315,000 shares of Common
Stock beneficially owned by
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it. Hilltop's power to vote and dispose of its shares rests with Laifer Capital
Management, Inc., in its capacity as the General Partner of Hilltop.
Laifer Capital Management, Inc. has the sole power (i) to vote and to
direct the voting of and (ii) to dispose and direct the disposition of the
315,000 shares of Common Stock beneficially owned by it in its capacity as the
General Partner of Hilltop. Laifer Capital Management, Inc. (i) has sole power
to vote and to direct the voting of and sole power to dispose and direct the
disposition of 96,300 shares of Common Stock owned by Offshore and (ii) shares
with Wolfson the power to dispose and direct the disposition of 193,100 shares
of Common Stock owned by Laifer Capital Management, Inc. in its capacity as
Investment Advisor to Wolfson.
(c) All transactions in the Common Stock effected by the Reporting Persons
during the past sixty days are set forth in Annex A hereto and are incorporated
herein by reference. All such transactions were purchases effected in the open
market.
(d) Not applicable.
(e) Not applicable.
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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: April 11, 1997 HILLTOP PARTNERS, L.P.
By: LAIFER CAPITAL MANAGEMENT, INC.,
as General Partner
By: /s/ Lance Laifer
---------------------------------
Lance Laifer
President
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LAIFER CAPITAL MANAGEMENT, INC.
By: /s/ Lance Laifer
---------------------------------
Lance Laifer
President
/s/ Lance Laifer
---------------------------------
Lance Laifer
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Annex A
<TABLE>
<CAPTION>
Laifer Hilltop Wolfson Offshore
Date Price Comm. # Shares # Shares # Shares # Shares
---- ----- ----- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
3/26/97 $10.6250 $0.00 25,000 13,700 8,200 3,100
3/27/97 10.5000 0.06 2,000 1,100 600 300
3/31/97 10.4375 0.06 1,000 600 300 100
4/1/97 10.1875 0.00 15,000 8,200 4,900 1,900
4/3/97 9.7500 0.06 400 400 0 0
4/3/97 9.5000 0.00 24,000 13,100 7,900 3,000
4/4/97 9.2500 0.06 10,000 5,500 3,300 1,200
4/4/97 9.3750 0.00 12,000 6,600 3,900 1,500
4/8/97 9.1250 0.00 100,000 54,800 32,800 12,400
</TABLE>
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