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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2
TO SCHEDULE 14D-1
TENDER OFFER STATEMENT
PURSUANT TO SECTION 14(d)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
AND
STATEMENT ON
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Shelby Williams Industries, Inc.
(Name of Subject Company)
SY Acquisition, Inc.
Falcon Products, Inc.
(Bidders)
Common Stock, $.05 par value
(Title of Class of Securities)
822135 10 9
(CUSIP Number of Class of Securities)
Franklin A. Jacobs
Falcon Products, Inc.
9387 Dielman Industrial Drive
St. Louis, Missouri 63132
Telephone: (314) 991-9200
Facsimile: (314) 991-9295
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications on Behalf of Bidders)
Copy to:
Robert H. Wexler, Esq.
Gallop, Johnson & Neuman, L.C.
101 S. Hanley
16th Floor
St. Louis, Missouri 63105
Telephone: (314) 862-1200
Facsimile: (314) 862-1219
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This Amendment No. 2 to the Tender Offer Statement on Schedule 14D-1
and Statement on Schedule 13D (the "Schedules") relates to the offer by SY
Acquisition, Inc., a Delaware corporation ("Purchaser"), a wholly owned
subsidiary of Falcon Products, Inc., a Delaware corporation ("Parent"), to
purchase all of the outstanding shares of common stock, par value $.05 per share
(the "Common Stock"), of Shelby Williams Industries, Inc., a Delaware
corporation (the "Company"), at a purchase price of $16.50 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 12, 1999 (the "Offer to
Purchase"), and in the related Letter of Transmittal (which, as amended or
supplemented from time to time, together constitute the "Offer"). Unless
otherwise defined herein, capitalized terms used herein shall have the same
meanings as ascribed to them in the Schedules.
ITEM 10. ADDITIONAL INFORMATION
Item 10(f) of the Schedules is hereby amended to add the following:
"On June 9, 1999, Parent announced that the Offer of the
Purchaser to purchase all outstanding Shares of the Company had been
extended to 12:00 midnight, New York City time on Monday, June 14,
1999."
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS
Item 11 is hereby amended to add the following:
"(a)(11) Text of Press Release issued by Parent on June 9, 1999."
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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: June 9, 1999
Falcon Products, Inc.
By: /s/ Franklin A. Jacobs
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Name: Franklin A. Jacobs
Title: Chairman and Chief Executive Officer
SY Acquisition, Inc.
By: /s/ Franklin A. Jacobs
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Name: Franklin A. Jacobs
Title: Chairman and Chief Executive Officer
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EXHIBIT (a)(11)
At Falcon Products:
Michael J. Dreller
Vice President-Finance and Chief Financial Officer
9387 Dielman Industrial Drive
St. Louis, Missouri 63132
(314) 991-9200
FOR IMMEDIATE RELEASE
WEDNESDAY, JUNE 9, 1999
FALCON PRODUCTS ANNOUNCES EXTENSION OF TENDER OFFER FOR
SHELBY WILLIAMS
ST. LOUIS, MISSOURI, June 9, 1999 - Falcon Products, Inc. (NYSE: FCP) announced
today that it has extended the $16.50 per share cash tender offer for all of the
outstanding common stock of Shelby Williams Industries, Inc. (NYSE: SY), for
three additional business days, to 12:00 midnight, New York City time, on
Monday, June 14, 1999. The terms of the offer, as extended, remain identical to
the terms of the offer commenced on May 12, 1999. The tender offer was
originally scheduled to expire today at 12:00 midnight, New York City time.
According to the Depositary, as of 6:00 p.m. New York City time on Wednesday,
June 9, 1999, a total of 8,517,798 shares of common stock, representing
approximately 97% of the outstanding shares of common stock of Shelby Williams,
were tendered pursuant to the offer (including shares subject to guaranteed
delivery).
Donaldson, Lufkin & Jenrette Securities Corporation is acting as the Dealer
Manager for the offer, and D.F. King & Co., Inc. is acting as the Information
Agent for the tender offer.
Falcon Products, Inc. and its subsidiaries design, manufacture and market
furniture products for the hospitality and lodging, food service, and office
furniture industries. Falcon, headquartered in St. Louis, Missouri, operates
nine production facilities throughout the world - Belmont, Mississippi; City of
Industry, California; Lewisville, Arkansas; Newport, Tennessee; Juarez, Mexico;
Tijuana, Mexico; Mimon, Czech Republic; Shenzen, China; and Middelfart, Denmark
- - and has showrooms in Chicago, Illinois. Falcon has more than 2,200 employees
worldwide and had revenues of $143.4 million in fiscal year 1998.
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