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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 5)
LINENS 'N THINGS, INC.
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(Name of Issuer)
Common Stock, $0.01 Par Value Per Share
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(Title of Class of Securities)
535679104
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(CUSIP Number)
with copies to:
Jon Scheving Thorsteinsson John M. Reiss, Esq.
Arev Gregory Pryor, Esq.
Bankastraeti 5 White & Case LLP
101 Reykjavik 1155 Avenue of the Americas
Republic of Iceland New York, NY 10036
+44 7843 462247 (212) 819-8247
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
February 14, 2006
(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
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box
[ ].
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SCHEDULE 13D
CUSIP No. 535679104
1 NAME OF REPORTING PERSONS
Jakup a Dul Jacobsen
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO (see Item 3)
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Denmark
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING
PERSON WITH 8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
0
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON
IN
2
SCHEDULE 13D
CUSIP No. 535679104
1 NAME OF REPORTING PERSONS
Lagerinn ehf
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
00 (see Item 3)
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of Iceland
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING
PERSON WITH 8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
0
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON
CO
3
SCHEDULE 13D
CUSIP No. 535679104
1 NAME OF REPORTING PERSONS
TF Holding P/F
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (ENTITIES ONLY)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
00 (see Item 3)
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Faroe Islands
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED 0
BY EACH REPORTING
PERSON WITH 8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
0
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON
CO
4
The statement on Schedule 13D filed on September 22, 2005 relating to
the common stock, $0.01 par value per share (the "Common Stock"), of Linens 'n
Things, Inc., a Delaware corporation (the "Issuer"), as amended by Amendment No.
1 to the Schedule 13D filed on September 27, 2005, Amendment No. 2 to the
Schedule 13D filed on October 25, 2005, Amendment No. 3 to the Schedule 13D
filed on November 11, 2005 and amendment No. 4 to the Schedule 13D filed on
February 13, 2006 (the "Schedule 13D"), is hereby further amended as set forth
below by this Amendment No. 5 to the Schedule 13D. Capitalized terms used herein
and not otherwise defined herein shall have the respective meanings assigned to
such terms in the Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 of the statement on Schedule 13D is hereby amended and restated
as follows:
(a)-(b) Set forth in the table below is the number and percentage of
shares of Common Stock beneficially owned by each Reporting Person as of
February 5, 2006.
NUMBER OF SHARES NUMBER OF SHARES AGGREGATE
BENEFICIALLY BENEFICIALLY OWNED NUMBER OF PERCENTAGE
OWNED WITH SOLE WITH SHARED VOTING SHARES OF CLASS
VOTING AND AND DISPOSITIVE BENEFICIALLY BENEFICIALLY
NAME DISPOSITIVE POWER POWER OWNED OWNED(1)
------------------------ ----------------- ------------------ ------------ -------------
Reporting Persons 0 0 0 0.0
Lagerinn ehf 0 0 0 0.0
Jakup a Dul Jacobsen 0 0 0 0.0
TF Holding P/F 0 0 0 0.0
No Reporting Person, and to the best knowledge of the Reporting Persons,
none of the persons set forth on Schedule A to the Schedule 13D, beneficially
owns any securities of the Issuer.
(c) All Shares that were previously beneficially owned by the
Reporting Persons have been disposed of pursuant to the closing of the merger
contemplated by the merger agreement among Laundry Holding Co., Laundry Merger
Sub Co. and Linens 'n Things, Inc (the "Merger"). As a result of the Merger,
none of Jacobsen, Lagerinn, or TF Holding beneficially own any shares of Common
Stock.
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(d) As a result of the Merger, dividend on the Shares will no longer
be paid to any reporting person.
(e) Not applicable.
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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: February 24, 2006
JAKUP A DUL JACOBSEN
/s/ Jakup a Dul Jacobsen
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LAGERINN EHF
/s/ Sigurdur Berntsson
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Name: Sigurdur Berntsson
Title: Chief Financial Officer
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TF HOLDING P/F
/s/ Gunnar i Lida
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Name: Gunnar i Lida
Title: Managing Director
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