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SCHEDULE 13E-3
(FINAL AMENDMENT)
RULE 13e-3 TRANSACTION STATEMENT PURSUANT TO SECTION 13(e)
OF THE SECURITIES EXCHANGE ACT OF 1934
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
INTEK GLOBAL CORPORATION
(NAME OF THE ISSUER)
INTEK GLOBAL CORPORATION
SECURICOR PLC
SECURITY SERVICES PLC
IGC ACQUISITION CORP.
(NAME OF PERSON(S) FILING STATEMENT)
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COMMON STOCK, PAR VALUE $.01 PER SHARE
(TITLE OF CLASS OF SECURITIES)
458134 10 3
(CUSIP NUMBER OF CLASS OF SECURITIES)
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ROBERT J. SHIVER NIGEL GRIFFITHS
INTEK GLOBAL CORPORATION SECURICOR PLC
99 PARK AVENUE SUTTON PARK HOUSE
18TH FLOOR SUTTON, SURREY SM1 4LD
NEW YORK, NEW YORK 10016 ENGLAND
(212) 949-4200 011 44 181 770 7000
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(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND
COMMUNICATIONS ON BEHALF OF PERSON(S) FILING STATEMENT)
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COPIES TO:
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NANCY H. WOJTAS, ESQ. DAVID LEFKOWITZ, ESQ.
MANATT, PHELPS & PHILLIPS, LLP DOUGLAS P. WARNER, ESQ.
11355 W. OLYMPIC BOULEVARD WEIL, GOTSHAL & MANGES LLP
LOS ANGELES, CALIFORNIA 90064 767 FIFTH AVENUE
NEW YORK, NEW YORK 10153
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This statement is filed in connection with (check the appropriate box):
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a. [ ]The filing of solicitation materials or an information statement subject
to Regulation 14A [17 CFR 240.14a-1 to 240.14b-1], Regulation 14C [17 CFR
240.14c-1 to 240.14c-101] or Rule 13e-3(c) [Section 240.13e-3(c)] under the
Securities Exchange Act of 1934.
b. [ ]The filing of a registration statement under the Securities Act of 1933.
c. [X]A tender offer.
d. [ ]None of the above.
Check the following box if the soliciting materials or information
statement referred to in checking box (a) are preliminary copies: [ ]
CALCULATION OF FILING FEE
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Transaction Valuation* Amount of Filing Fee**
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$60,969,976 $12,194.00
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* For purposes of calculating the filing fee only.
This amount assumes the purchase of 20,238,996 shares of
Common Stock, par value $.01 per share, of Intek Global
Corporation at $3.0125 per share, net to the sellers in cash.
The foregoing number of shares is equal to the sum of (i) the
16,373,996 shares of Common Stock outstanding as of June 7,
1999 that are not held by affiliates of the bidders and (ii)
3,865,000 shares of Common Stock issuable upon exercise of
stock options outstanding as of that date that have an
exercise price less than $3.0125 per share.
** The amount of filing fee calculated in accordance
with Rule 0-11 under the Securities Exchange Act of 1934, as
amended, equals 1/50 of one percent of the value of shares to
be purchased.
[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: $12,194.00
Form or Registration No.: Schedule 14D-1 and Amendment No. 2 to Schedule 14D-1
Filing Parties: Securicor plc, Security Services plc and IGC Acquisition Corp.
Date Filed: June 16, 1999 and August 2, 1999
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This Final Amendment amends the Rule 13e-3 Transaction Statement on
Schedule 13E-3, as amended by Amendment No. 1 thereto, dated June 16, 1999,
Amendment No. 2 thereto, dated July 31, 1999, and Amendment No. 3 thereto, dated
August 17, 1999 (the "Schedule 13E-3"), filed by (i) Securicor plc, a public
limited company organized under the laws of England and Wales ("Securicor"),
(ii) Security Services plc, a public limited company organized under the laws of
England and Wales and a wholly-owned subsidiary of Securicor ("Parent"), (iii)
IGC Acquisition Corp.,* a Delaware corporation and a wholly-owned subsidiary of
Parent ("Purchaser"), and (iv) Intek Global Corporation, a Delaware corporation
(the "Company"), pursuant to Section 13(e) of the Securities Exchange Act of
1934, as amended, and Rule 13e-3 thereunder, in connection with the offer by
Purchaser to purchase all of the issued and outstanding shares (the "Shares") of
common stock, par value of $.01 per share (the "Common Stock"), of the Company
at a purchase price of $3.0125 per Share, net to the seller in cash, without
interest thereon and less any required transfer and withholding taxes, upon the
terms and subject to the conditions set forth in the Offer to Purchase dated
June 16, 1999 (the "Offer to Purchase"), as supplemented by the First Supplement
to the Offer to Purchase dated August 2, 1999, and in the related Letter of
Transmittal.
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* On August 25, 1999, Purchaser merged with and into the Company and,
as a result of such merger, ceased to exist as a separate entity.
ITEM 10. INTEREST IN SECURITIES OF THE ISSUER.
Item 10 is hereby supplemented and amended to incorporate by reference
the information set forth in the Press Release issued by Securicor on August 25,
1999, attached hereto as Exhibit (d)(14).
ITEM 17. MATERIAL TO BE FILED AS EXHIBITS:
Item 17 of the Schedule 13E-3 is hereby supplemented and
amended by adding the following exhibit:
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(d)(14) Press Release, dated August 25, 1999, issued by Securicor.
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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 Final Amendment to Schedule
13E-3 is true, complete and correct.
Dated: August 25, 1999
INTEK GLOBAL CORPORATION
By: /s/ Robert J. Shiver
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Name: Robert J. Shiver
Title: President and Chief Executive Officer
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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 Final Amendment to Schedule
13E-3 is true, complete and correct.
Dated: August 25, 1999
SECURICOR PLC
By: /s/ Nigel Griffiths
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Name: Nigel Griffiths
Title: Director
SECURITY SERVICES PLC
By: /s/ Nigel Griffiths
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Name: Nigel Griffiths
Title: Director
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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 Final Amendment to Schedule
13E-3 is true, complete and correct.
Dated: August 25, 1999
IGC ACQUISITION CORP.
By: /s/ C. Grice McMullan, Jr.
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Name: C. Grice McMullan, Jr.
Title: Chairman of the Board and President
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EXHIBIT INDEX
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Exhibit No.
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(d)(14) Press Release, dated August 25, 1999, issued by Securicor.
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Exhibit (d)(14)
FOR IMMEDIATE RELEASE
Contact: MacKenzie Partners, Inc.
Edith A. Lohman
(212) 675-0524
SECURICOR COMPLETES ACQUISITION OF INTEK GLOBAL
NEW YORK, NEW YORK, August 25, 1999 -- Securicor plc announced that the
merger of its wholly-owned subsidiary, IGC Acquisition Corp., with Intek Global
Corporation (NASDAQ: IGLC) became effective today, completing Securicor's
acquisition of Intek. Under the terms of the merger, all remaining Intek
stockholders will receive $3.0125 net per share in cash upon surrender of the
certificates for their shares to ChaseMellon Shareholder Services, as Disbursing
Agent appointed for that purpose. A Notice of Merger and a Letter of Transmittal
for surrendering shares will be mailed shortly to all remaining holders of
record of Intek common stock.
The principal activities of Securicor and its subsidiaries, conducted
internationally, include the transportation and care of cash and valuables; cash
processing; security guards and patrols; custodial services; recruitment
services; container transport; contract distribution and warehouse management;
express parcels; freight haulage; document delivery; vehicle fleet services;
computer services; the manufacture, sale and installation of communications
products, mobile communications and the provision of communications systems
networks. Intek is an international provider of spectrum-efficient wireless
technology, products and services.
