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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14D-1/A
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 3)
HUDSON GENERAL CORPORATION
(Name of Subject Company)
GLGR ACQUISITION CORPORATION
GLOBEGROUND GMBH
DEUTSCHE LUFTHANSA AG
(Bidders)
COMMON STOCK, PAR VALUE $1.00 PER SHARE
(Title of Class of Securities)
443784 10 3
(CUSIP Number of Class of Securities)
PETER BLUTH Copies to:
PRESIDENT ARTHUR MOLINS
GLOBEGROUND GMBH GENERAL COUNSEL - NORTH AMERICA
C/O LUFTHANSA-BASIS, GEB. 357 LUFTHANSA GERMAN AIRLINES
D-60546 FRANKFURT AM MAIN 1640 HEMPSTEAD TURNPIKE
GERMANY EAST MEADOW, NEW YORK 11554
49-69-696-19 (516) 296-9200
(Name, Address and Telephone Number of AND
Person Authorized to Receive Notices and BONNIE A. BARSAMIAN, ESQ.
Communications on Behalf of Bidder) DAVID W. BERNSTEIN, ESQ.
ROGERS & WELLS LLP
200 PARK AVENUE
NEW YORK, NEW YORK 10166
(212) 878-8000
CALCULATION OF FILING FEE
Transaction Value *: $132,616,124 Amount of Filing Fee: $26,523.22
* For purposes of calculating the fee only. This amount assumes the purchase
of 1,744,949 shares of common stock, $1.00 par value per share (the
"Shares") of Hudson General Corporation at a price per share of $76 in
cash. The number of Shares outstanding as of December 31, 1998 is
1,744,949. The amount of the filing fee, calculated in accordance with
Section 14(g)(3) and Rule 0-11(d) under the Securities and Exchange Act of
1934, as amended, equals 1/50th of one percent of the aggregate of the cash
offered by the Bidders.
[X] Check box if any part of the fee is offset as provided by Rule 0-11(a)(2)
and identify the filing with which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the form
or schedule and the date of its filing.
Amount Previously Paid: $26,523.22 Filing Party: GLGR Acquisition
Corporation
Form or Registration No.: Schedule 14D-1 Date Filed: February 19, 1999
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AMENDMENT NO. 3 TO SCHEDULE 14D
This Amendment No. 3 amends and supplements the Tender Offer Statement
on Schedule 14D-1 originally filed with the Commission on February 19, 1999, as
amended by Amendment No. 1 filed with the Commission on March 2, 1999 and
Amendment No. 2 filed with the Commission on March 10, 1999 (as amended, the
"Schedule 14D-1") by GLGR Acquisition Corporation (the "Purchaser"), GlobeGround
GmbH and Deutsche Lufthansa AG relating to the Purchaser's offer to purchase all
of the outstanding shares of common stock of Hudson General Corporation.
SCHEDULE 14D-1
ITEM 10. ADDITIONAL INFORMATION
(f) On March 16, 1999, the Purchaser received notification that the
waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976
had been terminated. The Offer is scheduled to expire on March 19, 1999 and is
still conditioned upon a majority of the outstanding shares of the Company being
tendered and other customary conditions.
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SIGNATURE
After due 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: March 16, 1999
DEUTSCHE LUFTHANSA AG
By: /s/ David W. Bernstein
-------------------------
Name: David W. Bernstein
Title: Attorney-In-Fact
GLGR ACQUISITION CORPORATION
By: /s/ David W. Bernstein
-------------------------
Name: David W. Bernstein
Title: Attorney-In-Fact
GLOBEGROUND GMBH
By: /s/ David W. Bernstein
-------------------------
Name: David W. Bernstein
Title: Attorney-In-Fact
