As filed with the Securities and Exchange Commission on June 13, 1997
Registration No. 333-23813
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
POST EFFECTIVE AMENDMENT NO. 2 TO THE
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
AUTOLIV, INC.
(Exact name of Registrant as Specified in its Charter)
DELAWARE 3714 51-0378542
(State or Other (Primary (I.R.S. Employer
Jurisdiction of Standard Industrial Identification No.)
Incorporation or Classification
Organization) Code Number)
World Trade Center
Klarabergsviadukten 70
S-107 24 Stockholm, Sweden
48 (8) 402 0600
(Address, Including Zip Code, and Telephone Number, Including
Area Code, of Registrant's Principal Executive Office)
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THE CORPORATION TRUST COMPANY
Corporation Trust Center
1209 Orange Street
Wilmington, DE 19801
(302) 658-7581
(Name, Address, Including Zip Code and Telephone Number,
Including Area Code, of Agent For Service)
-----------------------------
WITH A COPY TO:
SCOTT V. SIMPSON, SR., ESQ.
Skadden, Arps, Slate, Meagher & Flom LLP
One Canada Square, Canary Wharf
London E14 5DS, England
(44) (171) 519-7000
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Approximate date of commencement of proposed sale to the public: As
soon as practicable after the effective date of the Registration Statement.
If the securities being registered on this form are being offered in
connection with the formation of a holding company and there is compliance
with General Instruction G, check the following box. ( )
ITEM 4. TERMS OF THE TRANSACTION
On May 9, 1997, the expiration date of the extended Offer
Period, New Autoliv accepted for exchange of New Autoliv Securities
53.4 million Autoliv Securities, corresponding to 97.1% of the
outstanding Autoliv Securities. As previously noted, New Autoliv
intends to purchase any non-tendered Autoliv Securities pursuant to a
Compulsory Acquisition. In addition to the Compulsory Acquisition, and
as an accommodation to the remaining holders of Autoliv Securities who
have contacted New Autoliv following the expiration date of the
extended Offer Period, New Autoliv will provide the remaining holders
of Autoliv Securities with the opportunity to directly exchange each of
their Autoliv Securities for one New Autoliv Security and will deliver
a copy of this Proxy Statement/Prospectus/Exchange Offer in connection
with any such exchange.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
the Registrant has duly caused this Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in the
City of Stockholm, Kingdom of Sweden, on June 13, 1997.
AUTOLIV, INC.
(Registrant)
By: /S/ Gunnar Bark
Gunnar Bark
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed by the following persons in
the capacities and on the date indicated.
SIGNATURE TITLE DATE
/S/ PER-OLOF ARONSON Director June 13, 1997
--------------------
Per-Olof Aronson
/S/ GUNNAR BARK Chairman, Chief June 13, 1997
-------------------- Executive Officer
Gunnar Bark (Principal Executive
Officer)
/S/ WILHELM KULL Chief Financial Officer June 13, 1997
-------------------- (Principal Financial
Wilhelm Kull Officer and Principal
Accounting Officer)
/S/ GEORGE A. SCHAEFER Director June 13, 1997
--------------------
George A. Schaefer
/S/ S. JAY STEWART Director June 13, 1997
--------------------
S. Jay Stewart
/S/ ROGER W. STONE Director June 13, 1997
--------------------
Roger W. Stone
/S/ PER WELIN Director June 13, 1997
--------------------
Per Welin
