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Securities and Exchange Commission
Washington, D.C. 20549
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Amendment No. 3
to
Schedule 14D-1
Tender Offer Statement
Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
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Amdura Corporation
(Name of Subject Company)
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ADU Acquisition Inc.
and
FKI plc
(Bidder)
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Common Stock, $.01 Par Value
(Title of Class of Securities)
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23426-70-3
(CUSIP Number of Class of Securities)
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April 25, 1995
Page 1 of 3
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Page 2 of 3
This Amendment No. 3 to the Tender Offer Statement on Schedule 14D-1
(as amended prior to the date hereof, the "Schedule 14D-1") relates to the
offer by ADU Acquisition Inc., a Delaware corporation ("Purchaser") and an
indirect wholly owned subsidiary of FKI plc, a company organized under the
laws of England ("Parent"), to purchase all outstanding shares of Common
Stock, par value $.01 per share (the "Shares") , of Amdura Corporation, a
Delaware corporation (the "Company"), at a price of $2.30 per Share, net to
the seller in cash, upon the terms and subject to the conditions set forth in
Purchaser's Offer to Purchase dated March 15, 1995 (the "Offer to Purchase")
and in the related Letter of Transmittal, copies of which were attached to
the Schedule 14D-1 as Exhibits (a)(1) and (a)(2) thereto, respectively.
The Schedule 14D-1 was initially filed with the Securities and Exchange
Commission on March 15, 1995.
Capitalized terms used but not defined herein have the meanings
ascribed to such terms in the Offer to Purchase and the Schedule 14D-1.
ITEM 6. INTEREST IN SECURITIES OF THE SUBJECT COMPANY
Item 6 is hereby amended and supplemented by adding to the end thereof
the following:
On April 25, 1995, Parent announced that Purchaser had accepted and paid
for the tendered shares on April 24, following the expiration of the
Exon-Florio Act notice period on April 21. Parent also announced that it had
consummated the merger of Purchaser into the Company immediately thereafter.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
Item 11 is hereby amended and supplemented by adding the following
Exhibit:
(a)(10) Press Release issued by Parent on April 25, 1995 relating to the
acceptance of tendered shares and the merger of Purchaser into the Company.
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SIGNATURES
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.
FKI plc
By: /s/ Steven D. Jones
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Name: Steven D. Jones
Title: Director of Corporate
Planning
ADU ACQUISITION INC.
By: /s/ Robert M. Miller
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Name: Robert M. Miller
Title: Vice President
April 25, 1995
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(a)(10) Press Release issued by Parent on April 20, 1995 relating to the acceptance
of tendered shares and the merger of Purchaser into the Company .................
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FKI plc
WestHouse Telephone:0422330267
King Cross Road, Halifax Fax:0422330084
West Yorkshire HX1 1EB England Telex:517536
FKI PLC COMPLETES TENDER OFFER FOR AMDURA CORPORATION
COMMON STOCK, PLANS IMMEDIATE MERGER
Halifax, England, April 25, 1995--FKI plc ("FKI") announced today that it had
completed its acquisition of Amdura Corporation ("Amdura") yesterday by
merging its U.S. subsidiary ADU Acquisition Inc. ("Purchaser") into Amdura.
The action followed the acceptance for payment earlier yesterday of the 95.4%
of Amdura common stock which had been tendered to Purchaser's recent tender
offer. Holders of Amdura common stock who did not tender their shares will
receive $2.30 cash per share as a result of the merger, FKI said, the same
amount as was paid in the tender offer.
ENDS
For further information:
Chris Lynch 011 44171 253 2252
Ludgate Communications, London
Erin Burke (212) 688-5144
Ludgate Communications, New York
FKI plc Registered Office: WestHouse, King Cross Road, Halifax, West Yorkshire,
HX1 1EB Registered No. 164916
