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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
____________________________
SCHEDULE 13D
(Rule 13d-101)
(Amendment No. 1)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
DONCASTERS plc
(Name of Issuer)
AMERICAN DEPOSITARY RECEIPTS
(Title of Class of Securities)
257692103
(CUSIP Number)
Gordon M. Burns
Katama Capital Partners, L.P.
281 Old Church Road
Greenwich, CT 06830
(203) 629-0294
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(Name, address and telephone number of Person Authorized to Receive Notices and
Communications)
November 6, 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 that 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. [_]
(Continued on following pages)
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1. NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - (ENTITIES ONLY)
Katama Capital Partners, L.P.
06-1527362
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [_]
3. SEC USE ONLY
4. SOURCE OF FUNDS
00
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e): [_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Katama Capital Partners, L.P. is a Georgia Limited Partnership
7. SOLE VOTING POWER
1,748,000
8. SHARED VOTING POWER
-0-
9. SOLE DISPOSITIVE POWER
1,748,000
10. SHARED DISPOSITIVE POWER
-0-
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,748,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [_]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
19.8%
14. TYPE OF REPORTING PERSON
PN
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STATEMENT OF INFORMATION REQUIRED PURSUANT TO SECTION
13(d)(1) OR 14(d)(1) OF THE SECURITIES EXCHANGE ACT OF 1934
SECTION 13D
The following statement of information is being filed by Katama Capital
Partners, L.P. pursuant to Regulation 240.13d-1 of the Rules and Regulations of
the Securities and Exchange Commission.
Item 1. Security and Issuer.
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This statement relates to the American Depositary Receipts (each, an
"ADR"), of Doncasters plc, a public limited company incorporated under the
laws of England and Wales (the "Issuer"), whose principal office is located
at 28-30 Derby Road, Melbourne, Derbyshire DE73 1FE, England. The ADRs
evidence American Depositary Shares which represent the underlying
"Ordinary Shares" of the Issuer. The ADRs currently are traded on the New
York Stock Exchange under the symbol "DCS." The American Depositary Shares
represent the right to receive two Ordinary Shares, nominal value 25 pence
per Ordinary Share, of the Issuer deposited with the Bank of New York, as
Depositary, under the Deposit Agreement. The Depositary, as issuer of the
ADRs, is located at 101 Barclay Street, New York, New York 10286.
Item 2. Identity and Background.
-----------------------
(a) The name of the person filing this statement is Katama Capital
Partners, L.P., a Georgia Limited Partnership ("Katama"). The General
Partner of Katama is Katama Capital, Inc., a Delaware corporation,
whose President is Mr. Gordon M. Burns.
(b) The address of the principal office and principal place of business of
Katama and Katama Capital, Inc. is 281 Old Church Road, Greenwich, CT
06830.
(c) As its principal business, Katama engages in investment activities and
activities related thereto.
(d) During the past five years, neither Katama nor Katama Capital, Inc.
has been convicted in a criminal proceeding.
(e) During the past five years, neither Katama nor Katama Capital, Inc.
was a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction as a result of which Katama or Katama
Capital, Inc. was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding violation with
respect to such laws.
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Item 3. Source and Amount of Funds or Other Consideration.
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A portion of the ADRs were acquired by Katama through contributions of the
ADRs by limited partners in exchange for partnership interests in Katama. Such
ADRs were previously acquired by the limited partners in market transactions and
were held without restriction. The remainder of the ADRs were acquired by
Katama using cash from capital contributions by limited partners to Katama,
pursuant to the Limited Partnership Agreement dated as of September 25,1998 (the
"Agreement"), by and among the General Partner and the limited partners. Please
see Item 5 below.
A copy of the Agreement was previously filed as an exhibit to Katama's
Schedule 13D, filed with the Securities and Exchange Commission on October 9,
1998, Commission File No. 005-50909, and incorporated herein by reference. The
foregoing is not a complete description of the terms of the Agreement or the
transactions contemplated thereby and is subject to and qualified in its
entirety by reference to the Agreement.
Item 4. Purpose of Transaction.
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(a) - (b) The purchases by Katama of ADRs were made based upon Katama's
view that the current price of the ADRs in the market represents a good
investment. Katama may acquire additional ADRs or may dispose of ADRs depending
upon market conditions. The current intentions of Katama regarding the ADRs
held by it may change in the future.
An entity related to Katama, SW Centrifugal Inc. ("SW"), a closely held
Delaware corporation with principal offices in Waukesha, Wisconsin, is engaged
in a similar business to that of the Issuer. Preliminary discussions between SW
and the Issuer regarding a potential business combination took place in the
summer of 1998. In connection with these discussions, no agreements or
understandings with respect to a business combination were reached and no
proposals regarding a transaction were made. Discussions between the Issuer and
SW may continue in the future.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
(f) Not applicable.
(g) Not applicable.
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(h) Not applicable.
(i) Not applicable.
(j) Not applicable.
Item 5. Interest in Securities of the Issuer.
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(a) - (b) As of November 6, 1998, Katama owns beneficially 1,748,000 ADRs
of the Issuer, representing 19.8% of the issued and outstanding ADRs, based on
the reported outstanding ADRs as of July 30, 1998. Katama has sole voting and
dispositive power over such ADRs.
(c) On November 6, 1998, 170,000 ADRs were acquired by Katama in an open
market transaction at a purchase price of $17.50 per ADR.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
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to Securities of the Issuer.
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There are currently no contracts, arrangements or relationships with
respect to the ADRs of the Issuer between the Issuer and Katama or Katama
Capital, Inc.
Item 7. Material to be Filed as Exhibits.
--------------------------------
Exhibit 7.1 Limited Partnership Agreement dated as of September 25, 1998,
by and among the General Partner and the limited partners. (1)
(1) Previously filed.
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SIGNATURE
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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.
Katama Capital Partners, L.P.
Date: November 11, 1998 /s/ Gordon M. Burns
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Gordon M. Burns, President, Katama Capital, Inc.,
its General Partner
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