UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
STANDARD BRANDS PAINT COMPANY
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
853156 10 7
(CUSIP Number)
SUSAN L. HARRIS
VICE PRESIDENT, GENERAL COUNSEL - CORPORATE AFFAIRS
& SECRETARY
1 SUNAMERICA CENTER, LOS ANGELES, CA 90067 (310) 772-6000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
MAY 16, 1995
(Date of Event which Required 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
statement 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).
SCHEDULE 13D
CUSIP No. 853156 10 7 Page 2 of 7 pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SunAmerica Inc. (86-0176061)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) / /
(b) / /
Not Applicable
3. SEC USE ONLY
4. SOURCE OF FUNDS*
Not Applicable
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
Not Applicable
6. CITIZENSHIP OR PLACE OR ORGANIZATION
Maryland
7. SOLE VOTING POWER
NUMBERS OF 129,936
SHARES 8. SHARED VOTING POWER
None, unless Reporting Person is deemed to share
BENEFICIALLY voting power on the shares described in Item 7
above with any other Reporting Persons herein
OWNED BY described by reason of affiliation.
EACH 9. SOLE DISPOSITIVE POWER
129,936
REPORTING
10. SHARED DISPOSITIVE POWER
PERSON None, unless Reporting Person is deemed to share
voting power on the shares described in Item 9
WITH above with any other Reporting Persons herein
described by reason of affiliation.
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
129,936
12. CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
Not Applicable
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.6%
14. TYPE OF REPORTING PERSON*
CO/HC
*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.
SCHEDULE 13D
CUSIP No. 853156 10 7 Page 3 of 7 pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Anchor National Life Insurance Company (86-0198983), a
subsidiary of Sun Life Insurance Company of America, which is
described on page 4 hereof, which is a subsidiary of SunAmerica Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) / /
(b) / /
Not Applicable
3. SEC USE ONLY
4. SOURCE OF FUNDS*
Not Applicable
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
Not Applicable
6. CITIZENSHIP OR PLACE OR ORGANIZATION
California
7. SOLE VOTING POWER
NUMBERS OF 131,486
SHARES 8. SHARED VOTING POWER
None, unless Reporting Person is deemed to share
BENEFICIALLY voting power on the shares described in Item 7
above with any other Reporting Persons herein
OWNED BY described by reason of affiliation.
EACH 9. SOLE DISPOSITIVE POWER
131,486
REPORTING
10. SHARED DISPOSITIVE POWER
PERSON None, unless Reporting Person is deemed to share
voting power on the shares described in Item 9
WITH above with any other Reporting Persons herein
described by reason of affiliation.
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12. CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
Not Applicable
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.6%
14. TYPE OF REPORTING PERSON*
CO;IC
*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.
SCHEDULE 13D
CUSIP No. 853156 10 7 Page 4 of 7 pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sun Life Insurance Company of America, a subsidiary of
SunAmerica Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) / /
(b) / /
Not Applicable
3. SEC USE ONLY
4. SOURCE OF FUNDS*
Not Applicable
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
Not Applicable
6. CITIZENSHIP OR PLACE OR ORGANIZATION
Arizona
7. SOLE VOTING POWER
NUMBERS OF 131,422
SHARES 8. SHARED VOTING POWER
None, unless Reporting Person is deemed to share
BENEFICIALLY voting power on the shares described in Item 7
above with any other Reporting Persons herein
OWNED BY described by reason of affiliation.
EACH 9. SOLE DISPOSITIVE POWER
131,422
REPORTING
10. SHARED DISPOSITIVE POWER
PERSON None, unless Reporting Person is deemed to share
voting power on the shares described in Item 9
WITH above with any other Reporting Persons herein
described by reason of affiliation.
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
131,422
12. CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
Not Applicable
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.6%
14. TYPE OF REPORTING PERSON*
CO;IC
*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.
SCHEDULE 13D
CUSIP No. 853156 10 7 Page 5 of 7 pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SunAmerica Financial, Inc., a wholly owned subsidiary of
SunAmerica Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP* (a) / /
(b) / /
Not Applicable
3. SEC USE ONLY
4. SOURCE OF FUNDS*
Not Applicable
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
Not Applicable
6. CITIZENSHIP OR PLACE OR ORGANIZATION
Georgia
7. SOLE VOTING POWER
NUMBERS OF -0-
SHARES 8. SHARED VOTING POWER
None, unless Reporting Person is deemed to share
BENEFICIALLY voting power on the shares described in Item 7
above with any other Reporting Persons herein
OWNED BY described by reason of affiliation.
EACH 9. SOLE DISPOSITIVE POWER
-0-
REPORTING
10. SHARED DISPOSITIVE POWER
PERSON None, unless Reporting Person is deemed to share
voting power on the shares described in Item 9
WITH above with any other Reporting Persons herein
described by reason of affiliation.
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Not Applicable
12. CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
Not Applicable
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Not Applicable
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.
page 6 of 7 pages
SCHEDULE 13D
AMENDMENT NO. 6
This Amendment No. 6 to Schedule 13D (this "Amendment") is filed on behalf
of SunAmerica Inc. ("SAI"), Sun Life Insurance Company of America ("Sun Life
of America"), which is a wholly owned subsidiary of SAI, Anchor National Life
Insurance Company ("Anchor"), which is a wholly owned subsidiary of Sun Life
of America, and SunAmerica Financial, Inc., which is an wholly owned
subsidiary of SAI.
The undersigned hereby amend Schedule 13D filed February 16, 1995, relating
to Standard Brands Paint Company (the "Issuer") common stock, par value $.01
per share (the "Stock"), in the respects hereinafter set forth.
Unless otherwise indicated in this Amendment, capitalized terms used
herein shall have the same meanings as used or defined in Registrant's
prior filing on Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 is hereby amended as follows:
(a) SAI is the beneficial owner of 129,936 shares of Stock
of the Issuer, or .6% of the amount reported by the Issuer as
outstanding as of April 20, 1995, adjusted for the Restructuring (as defined
below).
Sun Life of America is the beneficial owner of 131,422 shares of
Stock of the Issuer, or .6% of the amount reported by the Issuer as
outstanding as of April 20, 1995, adjusted for the Restructuring. Anchor is
the beneficial owner of 131,486 shares of Stock of the Issuer, or .6% of the
amount reported by the Issuer as outstanding as of April 20, 1995, adjusted
for the Restructuring.
(b) Each Reporting Person named above has the sole power to vote or to
direct the vote and sole power to dispose or direct the disposition of all
the Stock owned by it, unless it is deemed to share voting power or
dispositive power with any other Reporting Person by reason of its
affiliation as described herein.
(c) On May 16, 1995, the Issuer effected a financial restructuring (the
"Restructuring"). Pursuant to the Restructuring,
(i) The Issuer amended its Restated Certificate of Incorporation to
effect a 1-for-10 reverse stock split pursuant to which each 10 shares of
Issuer Stock were combined into one share of Stock. As a result, SAI's
holdings of 1,299,363 shares of Stock were combined into 129,936 shares and
Anchor's holdings of 637 shares of Stock were combined into 64 shares.
(ii) The Issuer exchanged certain outstanding indebtedness,
including amounts owed to Sun Life of America and Anchor for Stock and
Preferred Stock. As a result, Sun Life of America and Anchor, each became
the beneficial owner of 131,422 shares of Stock, at a price of $.89 per
share.
(iii) The Issuer issued an additional 18,392,008 shares of Stock.
The effect of the Restructuring was to dilute the holdings of the
Reporting Persons to less then five percent of the Stock of the Issuer.
(e) The Reporting Persons, individually and collectively, ceased
to be the beneficial owner of more than five percent of the Stock of the
Issuer on May 16, 1995.
page 7 of 7 pages
SIGNATURE
After reasonable inquiry and to the best of our knowledge and
belief, we certify that the information set forth in this Statement on
Schedule 13D is true, complete and correct.
May 26, 1995
SUNAMERICA INC.
/s/ Jay S. Wintrob
-----------------------------
Jay S. Wintrob
Executive Vice President
SUN LIFE INSURANCE COMPANY
OF AMERICA
/s/ Jay S. Wintrob
-----------------------------
Jay S. Wintrob
Executive Vice President
ANCHOR NATIONAL LIFE
INSURANCE COMPANY
/s/ Jay S. Wintrob
-----------------------------
Jay S. Wintrob
Executive Vice President
SUNAMERICA FINANCIAL, INC.
/s/ Scott L. Robinson
-----------------------------
Scott L. Robinson
Treasurer
