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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
ROPAK CORPORATION
(Name of Issuer)
COMMON STOCK, $.01 par value
(Title of Class of Securities)
776670 10 1
(CUSIP Number)
David Williams
Deykin Avenue
Witton, Birmingham B6 7HY, United Kingdom (011-44-21-238-2400)
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 22, 1994
(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 state-
ment 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).
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SCHEDULE 13D
CUSIP No. 776670 10 1
_________________________________________________________________
1 NAMES OF REPORTING PERSON S.S. OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LINPAC MOULDINGS LIMITED
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 SOURCE OF FUNDS*
WC
_________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
_________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
_________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF SHARES 2,554,397
BENEFICIALLY _______________________________________________________
OWNED BY 8 SHARED VOTING POWER
EACH -0-
REPORTING _______________________________________________________
PERSON 9 SOLE DISPOSITIVE POWER
WITH 2,547,078
_______________________________________________________
10 SHARED DISPOSITIVE POWER
-0-
_________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,554,397
_________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* / /
_________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
50.7%
_________________________________________________________________
14 TYPE OF REPORTING PERSON*
CO
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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Item 1. Security and Issuer.
This Schedule 13D Amendment No. 6 is filed with respect to the
Common Stock, $.01 par value (the "Common Stock"), of Ropak Corporation, a
Delaware corporation (the "Company"). The address of the principal executive
offices of the Company is 660 South State College Boulevard, Fullerton,
California 92631.
Item 2. Identity and Background
This Amendment is filed on behalf of LINPAC Mouldings Limited, a
United Kingdom corporation ("LINPAC"). The address of LINPAC's principal
business and principal office is Deykin Avenue, Witton, Birmingham B6 7HY,
United Kingdom. LINPAC's principal business is injection moulding for plastic
products. The following persons are the directors and executive officers of
LINPAC:
Business Principal
Name Position Address Occupation
M.J. Cornish Chairman LINPAC Group Limited Chairman &
and Director Evan Cornish House Managing
Windsor Road Director
Louth LN11 OLX of LINPAC
United Kingdom Group
D.A. Williams Managing LINPAC Mouldings Managing
Director Limited Director
Deykin Avenue, of LINPAC
Witton,
Birmingham B6 7HY
United Kingdom
J.L. Doughty Finance LINPAC Mouldings Financial
Director Limited Director
Deykin Avenue, of LINPAC
Witton,
Birmingham B6 7HY
United Kingdom
R. Heaton Director LINPAC Mouldings Director
Limited of LINPAC
Deykin Avenue,
Witton,
Birmingham B6 7HY
United Kingdom
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B. Taylor Director LINPAC Mouldings Director
Limited of LINPAC
Deykin Avenue,
Witton,
Birmingham B6 7HY
United Kingdom
J.P. Thorp Director LINPAC Mouldings Director
Limited of LINPAC
Deykin Avenue,
Witton,
Birmingham B6 7HY
United Kingdom
LINPAC is a wholly-owned subsidiary of LINPAC Group Limited, a United Kingdom
corporation ("Group"). The address of Group's principal business and
principal office is Evan Cornish House, Windsor Road, Louth, Lincolnshire,
LN11 OLX, United Kingdom. Group's principal business is to serve as a holding
company. The following persons are the directors and executive officers of
Group:
Business Principal
Name Position Address Occupation
M.J. Cornish Chairman LINPAC Group Limited Chairman
and Managing Evan Cornish House and
Director Windsor Road Managing
(Executive) Louth LN11 OLX Director
United Kingdom of LINPAC
Group
H.M. Paisner Director Paisner & Co. Solicitor
(Non- Bouverie House
Executive) 154 Fleet Street
London
EC4A 2DQ
United Kingdom
LINPAC GROUP Limited
S.F. Robin Director 5 Kensington Retired
(Non- High Street
Executive) London
W8 5NP
United Kingdom
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A.T. Smith Secretary and LINPAC Group Limited Secretary
Financial Evan Cornish House and
Director Windsor Road Financial
(Executive) Louth LN11 OLX Director
United Kingdom of Group
R.A. Lang Director LINPAC INC President
(Executive) 6400 Powers Ferry Rd NW of LINPAC
Suite 345 INC
Atlanta
Georgia 30339-2097
USA
M.C. Anderson Director LINPAC Plastics Managing
(Executive) International Limited Director
Al Business Park of LINPAC
Knottingley WF11OBS Plastics
United Kingdom Interna-
tional
Limited
D.A. Williams Director LINPAC Mouldings Limited Managing
(Executive) Deykin Avenue, Director
Witton, of LINPAC
Birmingham B6 7HY Mouldings
United Kingdom Limited
R.B. Redding Director LINPAC Containers Managing
(Executive) International Limited Director
Evan Cornish House of LINPAC
Windsor Road Containers
Louth LN11 OLX Interna-
United Kingdom tional
Limited
All of the foregoing individuals are citizens of the United
Kingdom. During the past five years, neither LINPAC, Group nor any of their
directors or executive officers has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) nor was or is any such
person 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 any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
Not Applicable.
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Item 4. Purpose of Transaction
In September, 1994, LINPAC proposed a merger of a subsidiary of
LINPAC into the Company whereby shareholders of the Company, other than
LINPAC, would receive $10.50 per share in cash for their Common Stock (the
"Merger Proposal"). See Form 13D Amendment No. 2 and Form 13D Amendment No. 3
for additional information on the Merger Proposal. The terms of the Merger
Proposal were rejected by a Special Committee of the Board of Directors of the
Company. On December 22, 1994, LINPAC withdrew its Merger Proposal and is
currently evaluating all of its alternatives with respect to its investment in
the Company, including purchasing additional shares through any means
available or selling its shares.
Item 5. Interest in Securities of the Issuer
(a) The aggregate number of shares of Common Stock beneficially
owned by LINPAC within the meaning of Section 13(d) of the Securities Exchange
Act of 1934 is 2,554,397 or 50.7% of the total amount outstanding.
(b) LINPAC has the sole power to vote and to direct the disposition
of all the shares of Common Stock beneficially owned by it.
(c) Since Schedule 13D Amendment No. 5 was filed with the
Securities and Exchange Commission on December 2, 1994, LINPAC has purchased
16,500 shares of Common Stock on the Nasdaq National Market for a purchase
price of $9.75 per share. The purchase occurred on December 23, 1994.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
Not applicable.
Item 7. Material to Be Filed as Exhibits
Exhibits A, B and C are incorporated herein by reference to the
Schedule 13D amended hereby that was filed on behalf of LINPAC on May 26,
1992. Exhibits D and E are incorporated herein by reference to the Schedule
13D Amendment No. 1 amended hereby that was filed on behalf of LINPAC on
June 12, 1992. Exhibit F is incorporated herein by reference to the Schedule
13D Amendment No. 2 amended hereby that was filed on behalf of LINPAC on
September 29, 1994. Exhibit G is incorporated herein by reference to the
Schedule 13D Amendment No. 3 amended hereby that was filed on behalf of LINPAC
on October 18, 1994. Exhibit H is incorporated herein by reference to the
Schedule 13D Amendment No. 4 amended hereby that was filed on behalf of LINPAC
on November 10, 1994. Exhibit I and Exhibit J are incorporated herein by
reference to the Schedule 13D Amendment No. 5 amended hereby that was filed on
behalf of LINPAC on December 2, 1994.
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After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: December 29, 1994
LINPAC MOULDINGS LIMITED
By: /s/ David Williams
Managing Director
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
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EXHIBIT INDEX
Exhibit Page No.
Exhibit A - Letter from Massachusetts Mutual Life *
Insurance Company and MassMutual Corporate Investors
to LINPAC Mouldings Limited c/o Stanley H. Meadows,
dated May 15, 1992.
Exhibit B - Letter from Stanley H. Meadows to *
Massachusetts Mutual Life Insurance Company and
MassMutual Corporate Investors dated May 15, 1992.
Exhibit C - LINPAC Mouldings Limited Power of *
Attorney to Stanley H. Meadows, P.C.
Exhibit D - Stock Purchase Agreement between **
Massachusetts Mutual Life Insurance Company and
LINPAC Mouldings Limited, dated June 12, 1992.
Exhibit E - Stock Purchase Agreement between **
MassMutual Corporate Investors and LINPAC Mouldings
Limited, dated June 12, 1992.
Exhibit F - Option Agreement among LINPAC Mouldings ***
Limited, LINPAC Mouldings, Inc. and certain
stockholders of the Company.
Exhibit G - Share Purchase Agreement between LINPAC ****
Mouldings Limited and National Bank of Canada dated
October 14, 1994.
Exhibit H - LINPAC Mouldings Limited Power of Attorney *****
to Stanley H. Meadows, P.C. and Scott M. Williams.
Exhibit I - Letter dated November 25, 1994 to McDermott, ******
Will & Emery from Fidelity Management & Research Co.
("Fidelity").
Exhibit J - Letter dated December 2, 1994 from David ******
Williams to Ropak Corporation.
* Incorporated by reference to the Schedule 13D amended hereby that was
filed on behalf of LINPAC Mouldings Limited on May 26, 1992.
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** Incorporated by reference to the Schedule 13D Amendment No. 1 amended
hereby that was filed on behalf of LINPAC Mouldings Limited on
June 12, 1992.
*** Incorporated by reference to the Schedule 13D Amendment No. 2 amended
hereby that was filed on behalf of LINPAC Mouldings Limited on
September 29, 1994.
**** Incorporated by reference to the Schedule 13D Amendment No. 3 amended
hereby that was filed on behalf of LINPAC Mouldings Limited on
October 18, 1994.
***** Incorporated by reference to the Schedule 13D Amendment No. 4 amended
hereby that was filed on behalf of LINPAC Mouldings Limited on
November 10, 1994.
****** Incorporated by reference to the Schedule 13D Amendment No. 5 amended
hereby that was filed on behalf of LINPAC Mouldings Limited on
December 2, 1994.
