SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE TO
Tender Offer Statement under
Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934
Amendment No. 1
COINMACH LAUNDRY CORPORATION
(Name of Subject Company (Issuer))
CLC ACQUISITION CORPORATION (Offeror)
(Names of Filing Person)
Class A Common Stock, par value $.01 per share
Class B Common Stock, par value $.01 per share
(Title of Class of Securities)
19259L101
(CUSIP Number of Class of Securities)
Bruce V. Rauner
President - CLC Acquisition Corporation
6100 Sears Tower, Chicago, Illinois 60606
(312) 382-2200
(Name, address, and telephone numbers of person authorized to receive
notices and communications on behalf of filing persons)
COPIES TO:
Ronald S. Brody, Esq. Stephen L. Ritchie, Esq.
Mayer, Brown & Platt Kirkland & Ellis
1675 Broadway 200 E. Randolph
New York, New York 10019-5820 Chicago, Illinois 60601
(212) 506-2500 (312) 861-2000
Calculation of Filing Fee
================================================================================
Transaction Value* Amount of Filing Fee
--------------------------------------------------------------------------------
$178,437,916 $35,688
================================================================================
* Estimated for the purpose of calculating the filing fee only. This amount
assumes the purchase of all outstanding shares of Class A and Class B Common
Stock, each par value $.01 per share, of Coinmach Laundry Corporation at $14.25
per share. The number of shares used in this calculation consists of (i)
13,178,947 shares issued and outstanding as of May 25, 2000, less shares subject
to a rollover agreement which will not be purchased in the offer. The amount of
the filing fee, calculated in accordance with Rule 0-11 under the Securities
Exchange Act of 1934, equals 1/50th of 1% of the value of the shares to be
purchased.
|_| Check the box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount Previously Paid: Not applicable Form or
Registration No.: Not applicable
Filing Party: Not applicable Date Filed: Not applicable
|_| Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
|X| third-party tender offer subject to Rule 14d-1.
|_| issuer tender offer subject to Rule 13e-4.
|X| going-private transaction subject to Rule 13e-3.
|_| amendment to Schedule 13D under Rule 13d-2.
<PAGE>
This Amendment No. 1 amends and supplements the Tender Offer Statement on
Schedule TO filed by CLC Acquisition Corporation, a Delaware corporation
("Purchaser"), with the Securities and Exchange Commission (the "SEC") on May
26, 2000 (the "Schedule TO"). The Schedule TO relates to a tender offer by
Purchaser to purchase all outstanding shares of class A common stock, par value
$.01 per share, and class B common stock, par value $.01 per share, of Coinmach
Laundry Corporation, a Delaware corporation (the "Company"), for a purchase
price of $14.25 per share, net to the seller in cash, without interest thereon,
upon the terms and subject to the conditions set forth in the Offer to Purchase
dated May 26, 2000 and in the related Letter of Transmittal.
ITEM 1
Item 1 of the Schedule TO is hereby amended and supplemented to include
the following information:
"On June 26, 2000, Purchaser announced that it would provide a
subsequent offering period of three business days, commencing on July 5,
2000 at 9:00 a.m. Eastern Daylight Savings Time ("EDST") and ending on July
7, 2000 at 5:00 p.m. EDST. Purchaser reserves the right to extend the
subsequent offering period for up to an additional 17 business days by
issuing a press release on Monday, July 10, 2000. During the subsequent
offering period, tendered shares will be accepted and promptly paid for as
they are received. The same price to be paid to stockholders of the Company
at the conclusion of the initial tender offer period will be paid during
the subsequent offering period. Shares tendered during the subsequent
offering period may not be withdrawn."
ITEMS 4 AND 11
Items 4 and 11 of the Schedule TO are hereby amended and supplemented
to include the following information:
"(c) Subsequent Offering Period. On June 26, 2000, Purchaser announced
that it would provide a subsequent offering period of three business days,
commencing on July 5, 2000 at 9:00 a.m. Eastern Daylight Savings Time
("EDST") and ending on July 7, 2000 at 5:00 p.m. EDST. Purchaser reserves
the right to extend the subsequent offering period for up to an additional
17 business days by issuing a press release on Monday, July 10, 2000.
During the subsequent offering period, tendered shares will be accepted and
promptly paid for as they are received. The same price to be paid to
stockholders of the Company at the conclusion of the initial tender offer
preiod will be paid during the subsequent offering period. Shares tendered
during the subsequent offering period may not be withdrawn."
ITEM 12. EXHIBITS
Item 12 of the Schedule TO is hereby amended and supplemented to
include the following information:
(a)(6) Text of Press Release issued by the Company and Purchaser on
June 26, 2000.
<PAGE>
SIGNATURE
After due 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.
Date: June 27, 2000
CLC ACQUISITION CORPORATION
By: \x\ Vincent J. Hemmer
---------------------------------
Name: Vincent J. Hemmer
Title: Vice President
COINMACH LAUNDRY CORPORATION
By: \x\ Mitchell Blatt
---------------------------------
Name: Mitchell Blatt
Title: President
<PAGE>
EXHIBIT (a)(6)
CONTACT:
-------
CLC Acquisition Corporation
Stephen R. Kerrigan: (704) 375-1947
FOR IMMEDIATE RELEASE
---------------------
CLC ACQUISITION CORPORATION PROVIDES SUBSEQUENT OFFERING PERIOD
FOR CASH TENDER OFFER
NEW YORK, June 26, 2000 -- CLC Acquisition Corporation today announced that, due
to the upcoming holiday, it will provide a subsequent offering period of three
business days for its $14.25 per share cash tender offer for all outstanding
shares of common stock of Coinmach Laundry Corporation (Nasdaq: WDRY).
The tender offer is scheduled to expire at 5:00 p.m. Eastern Daylight Savings
Time ("EDST") on Monday, July 3, 2000. If all conditions to the tender offer are
satisfied or waived, payment for all shares validly tendered will be made
promptly after that time. The subsequent offering period will begin at 9:00 a.m.
EDST on July 5, 2000 and will expire at 5:00 p.m. EDST on Friday, July 7, 2000.
CLC Acquisition Corporation reserves the right to extend the subsequent offering
period for up to an additional 17 business days by issuing a press release on
Monday, July 10. During this subsequent offering period, tendered shares will be
accepted and promptly paid for as they are received. The same price to be paid
to Coinmach stockholders at the conclusion of the initial tender offer period
will be paid during the subsequent offering period: $14.25 per share, net to the
seller in cash. Shares tendered during the subsequent offering period may not be
withdrawn.
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