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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
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CASCADE CORPORATION
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(Name of Issuer)
COMMON STOCK, PAR VALUE $0.50
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(Title of Class of Securities)
147195-10-1
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(CUSIP Number)
WILLIAM J. HARRISON
27 FOX RUN DRIVE, RR #3
GUELPH, ONTARIO
N1H 6N9
TELEPHONE: (519) 823-4545
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
September 13, 2000
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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 schedule because of Rule 13d-1(b)(3) or (4), check the following
box / /.
Check the following box if a fee is being paid with the statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
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).
(Continued on following page(s))
Page 1 of 6 Pages
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CUSIP No. 147195-10-1 13D Page 2 of 6 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
William J. Harrison Holdings Ltd.
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) /x/
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(3) SEC Use Only
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(4) Source of Funds*
N/A
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
N/A
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(6) Citizenship or Place of Organization
Ontario, Canada
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Number of Shares (7) Sole Voting Power
Beneficially Owned 5,000
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting Power
800,000
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(9) Sole Dispositive Power
5,000
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(10) Shared Dispositive Power
800,000
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
810,000 (includes 800,000 shares of Cascade Corporation Common
Stock for which preferred shares of a Cascade Corporation
subsidiary held by W.J. Harrison Holdings Ltd. may be
exchanged. W.J. Harrison owns 100% of the outstanding shares
of W.J. Harrison Holdings Ltd.)
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares* / /
N/A
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(13) Percent of Class Represented by Amount in Row (11)
Approximately 6.58%*
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(14) Type of Reporting Person*
CO
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*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No. 147195-10-1 13D Page 3 of 6 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons
William J. Harrison
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(2) Check the Appropriate Box if a Member (a) / /
of a Group** (b) /x/
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(3) SEC Use Only
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(4) Source of Funds*
N/A
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
N/A
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(6) Citizenship or Place of Organization
Ontario, Canada
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Number of Shares (7) Sole Voting Power
Beneficially Owned 5,000
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting Power
810,000
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(9) Sole Dispositive Power
5,000
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(10) Shared Dispositive Power
810,000
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
810,000 (includes 800,000 shares of Cascade Corporation Common
Stock for which preferred shares of a Cascade Corporation
subsidiary held by W.J. Harrison Holdings Ltd. may be
exchanged. W.J. Harrison owns 100% of the outstanding shares
of W.J. Harrison Holdings Ltd.)
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares* / /
N/A
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(13) Percent of Class Represented by Amount in Row (11)
Approximately 6.58%*
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(14) Type of Reporting Person*
IN
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**SEE INSTRUCTION BEFORE FILLING OUT!
* Based on 12,317,025 shares of Common Stock outstanding. As
reported in the Issuer's most recent Form 10-Q, 11,439,890
shares of Common Stock and one special voting share were
outstanding. The share totals and percentage calculations
herein assume the conversion of 800,000 outstanding
exchangeable shares issued by an Issuer subsidiary into a like
number of shares of Common Stock. Such calculations also
include options to purchase 77,135 shares of Common Stock held
by management that are currently exercisable or exercisable
within 60 days of the date hereof.
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13D Page 4 of 6 Pages
NOTE: This Amendment No. 2 amends Amendment No. 1 dated
February 5, 1999 (the "Amendment No.1") filed by W.J. Harrison
Holdings Ltd. and William J. Harrison, with respect to the
common stock, par value $.50 (the "Common Stock"), of Cascade
Corporation, an Oregon corporation (the "Issuer"), as set
forth below.
The Issuer has previously announced that a special committee
of the board of directors of the Issuer (the "Special
Committee") had been formed to explore alternatives for
enhancing shareholder value. On September 13, 2000, in
response to a request from the financial advisors to the
Special Committee, Lift Technologies Inc., a corporation
indirectly controlled by William J. Harrison, submitted a
proposal to the Special Committee pursuant to which
shareholders of the Issuer would receive cash for their
outstanding shares of the Common Stock (as well as options,
warrants or other rights to acquire Common Stock).
The information contained in Items 2, 3 and 4 of Amendment No.
1 is hereby supplemented and amended by the following:
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13D Page 5 of 6 Pages
Item 2. IDENTITY AND BACKGROUND, is hereby amended and
restated in its entirety as follows:
This amended schedule is being filed by the undersigned
because, as described in Item 4 below, on September 13, 2000,
Lift Technologies Inc. ("Lift Technologies"), a company
indirectly controlled by William J. Harrison, submitted a
proposal (the "Proposal") to the Special Committee under which
shareholders of the Issuer would receive cash for their
outstanding shares of the Common Stock (as well as options,
warrants or other rights to acquire Common Stock).
Lift Technologies Inc. is a corporation incorporated under the
laws of Ontario, Canada, the principal business of which is
the manufacture of masts for fork lift trucks. The principal
business and office address of Lift Technologies Inc. is 251
Woodlawn Rd. W., Unit 217, Guelph, Ontario. Companies
controlled William J. Harrison own approximately 50.4% of the
outstanding stock of Lift Technologies and has the power and
authority to elect a majority of the board of directors of
Lift Technologies. William J. Harrison is a director of Lift
Technologies and is the President and Chief Executive Officer
of Lift Technologies.
Item 3. SOURCE OF FUNDS. If the Proposal proceeds, Lift
Technologies intends to arrange the funds necessary to give
effect thereto through a combination of senior and
subordinated debt and by raising additional equity from its
shareholders and other institutional shareholders. The
shareholders of Lift Technologies have indicated that they are
willing to provide approximately $64 million of the equity
required to implement the Proposal. An institutional investor
has indicated that it is willing to provide $50 million of the
equity required to implement the Proposal.
Item 4. PURPOSE OF THE TRANSACTION. Lift Technologies has
proposed a transaction pursuant to which the stockholders of
the Issuer would receive cash for their outstanding Common
Stock (as well as options, warrants or other rights to acquire
Common Stock). In connection with such transaction, the Issuer
would become wholly-owned by Lift Technologies or its
affiliates, delisted from the New York Stock Exchange and
deregistered under the Act. Other than as described above,
neither of the undersigned has any plans or proposals which
relate to or would result in any of the matters described in
subparagraphs (a) through (j) of Item 4 of Schedule 13D
(although they reserve the right to develop such plans).
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13D Page 6 of 6 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Amendment No. 2 is true, complete
and correct.
Dated: September 19, 2000
/s/ WILLIAM J. HARRISON
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William J. Harrison
W.J. HARRISON HOLDINGS LTD.
By: /s/ WILLIAM J. HARRISON
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William J. Harrison
President
