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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. 6)*
Styling Technology Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
8639051
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(CUSIP Number)
Mr. Lance Laifer With a copy to:
Laifer Capital Management, Inc. Gerald Adler, Esq.
Hilltop Partners, L.P. Swidler Berlin Shereff Friedman, LLP
45 West 45th Street 919 Third Avenue
New York, New York 10036 New York, New York 10022
(212) 921-4139 (212) 758-9500
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 31, 1998
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(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
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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 363,100
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH 363,100
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
363,100
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.9%
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
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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 412,300
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH 412,300
10 SHARED DISPOSITIVE POWER
310,500
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
722,800
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.8%
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
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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 412,300
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH 412,300
10 SHARED DISPOSITIVE POWER
310,500
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
722,800
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.8%
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. 6
Styling Technology Corporation
This Amendment No. 6 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"), Amendment No. 1 to the Schedule 13D
relating to the event date of April 3, 1997, Amendment No. 2 to the Schedule
13D relating to the event date of May 16, 1997, Amendment No. 3 to the
Schedule 13D relating to the event date of May 27, 1997, Amendment No. 4 to
the Schedule 13D relating to the event date of October 30, 1997 and Amendment
No. 5 to the Schedule 13D relating to the event date of December 31,1997, each
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 2390 East
Camelback Road, Suite 435, Phoenix, AZ 85016. 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 363,100 shares (8.9%)
of Common Stock.
Laifer Capital Management, Inc. is the beneficial owner of
722,800 shares (17.8%) of Common Stock. The 722,800 shares of Common Stock
beneficially owned by Laifer Capital Management, Inc. includes:
(i) 363,100 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) 359,700 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 4,067,503 shares of
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Common Stock of the Company outstanding as of November 11, 1998 as reported by
the Company in the Company's Quarterly Report on Form 10-Q for the period
ended September 30, 1998.
(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 363,100
shares of Common Stock beneficially owned by 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 363,100 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 49,200 shares of Common Stock owned by
Offshore and (ii) shares with Wolfson the power to dispose and direct the
disposition of 310,500 shares of Common Stock beneficially owned by Laifer
Capital Management, Inc. in its capacity as Investment Advisor to Wolfson.
Wolfson retains the sole power to vote and to direct the voting of the 310,500
shares of Common Stock owned by it.
(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. Except as indicated, all such
transactions were sales 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: January 7, 1999 HILLTOP PARTNERS, L.P.
By: LAIFER CAPITAL MANAGEMENT, INC.,
as General Partner
By: /s/ Ranie Hotis
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Ranie Hotis
Vice President
LAIFER CAPITAL MANAGEMENT, INC.
By: /s/ Ranie Hotis
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Ranie Hotis
Vice President
/s/ Lance Laifer
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Lance Laifer
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Annex A
Laifer Hilltop Wolfson Offshore
Date Price Comm. # Shares # Shares # Shares # Shares
12/21/98 $9.6641 $.06 4,000 4,000 0 0
12/22/98 9.3875 -- 25,000 25,000 0 0
12/30/98 9.25 -- 30,000 30,000 0 0
12/31/98 9.50 -- 10,000 10,000 0 0
12/31/98 9.5488 .06 25,000 25,000 0 0
01/04/99* 9.25 -- 77,600 0 0 77,600
01/05/99 10.5156 .06 2,000 900 0 0
01/05/99 10.7292 -- 3,000 1,300 0 0
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* In-kind distribution to limited partners.
