SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)
Kollmorgen Corporation
____________________________________________________________
(Name of Issuer)
Common Stock, Par Value $2.50 Per Share
(Including Shares Issuable Upon Conversion of Series D
Convertible Preferred Stock, Par Value $1.00 Per Share)
____________________________________________________________
(Title of Class and Securities)
500440102
___________________________________________________________
(CUSIP Number of Class of Securities)
John F. Keane
Tinicum Enterprises, Inc.
990 Stewart Avenue
Garden City, New York 11530
(516) 222-2874
_____________________________________________________________
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
Copy to:
Paul T. Schnell, Esq.
Skadden, Arps, Slate, Meagher & Flom
919 Third Avenue
New York, New York 10022
(212) 735-3000
February 16, 1996
____________________________________________________________
(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 this
Statement: ( )
SCHEDULE 13D
CUSIP No. 500440102
_________________________________________________________________
(1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
TINICUM INVESTORS 13-3800339
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) ( )
(b) ( )
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS
OO, WC, BK
_________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) ( )
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
_________________________________________________________________
(7) SOLE VOTING POWER
NUMBER OF 378,807 COMMON (SEE ITEM 5)
SHARES ___________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 334,097 COMMON (SEE ITEM 5)
EACH ___________________________________
REPORTING (9) SOLE DISPOSITIVE POWER
PERSON 0
WITH ___________________________________
(10) SHARED DISPOSITIVE POWER
712,904 COMMON (SEE ITEM 5)
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
712,904 COMMON (INCLUDING 3,000 SHARES PURCHASEABLE BY
MR. KASSCHAU UPON EXERCISE OF NON-EMPLOYEE DIRECTOR STOCK
OPTIONS) (SEE ITEM 5)
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES ( )
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
7.4% OF COMMON (INCLUDING 3,000 SHARES PURCHASEABLE BY
MR. KASSCHAU UPON EXERCISE OF NON-EMPLOYEE DIRECTOR STOCK
OPTIONS) (SEE ITEM 5)
_________________________________________________________________
(14) TYPE OF REPORTING PERSON
PN
_________________________________________________________________
SCHEDULE 13D
CUSIP No. 500440102
_________________________________________________________________
(1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
JAMES H. KASSCHAU ###-##-####
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) ( )
(b) ( )
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS
OO, PF
_________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) ( )
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
_________________________________________________________________
(7) SOLE VOTING POWER
NUMBER OF 0
SHARES ___________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 18,447 COMMON (SEE ITEM 5)
EACH ___________________________________
REPORTING (9) SOLE DISPOSITIVE POWER
PERSON 0
WITH ___________________________________
(10) SHARED DISPOSITIVE POWER
18,447 COMMON (SEE ITEM 5)
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
18,447 COMMON (INCLUDING 3,000 SHARES PURCHASEABLE BY
MR. KASSCHAU UPON EXERCISE OF NON-EMPLOYEE DIRECTOR STOCK
OPTIONS) (SEE ITEM 5)
__________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES ( )
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.2% OF COMMON (INCLUDING 3,000 SHARES PURCHASEABLE BY
MR. KASSCHAU UPON EXERCISE OF NON-EMPLOYEE DIRECTOR STOCK
OPTIONS) (SEE ITEM 5)
_________________________________________________________________
(14) TYPE OF REPORTING PERSON
IN
_________________________________________________________________
SCHEDULE 13D
CUSIP No. 500440102
_________________________________________________________________
(1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
PUTNAM L. CRAFTS, JR. ###-##-####
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) ( )
(b) ( )
_________________________________________________________________
(3) SEC USE ONLY
_________________________________________________________________
(4) SOURCE OF FUNDS
PF
_________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) ( )
_________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
_________________________________________________________________
(7) SOLE VOTING POWER
NUMBER OF 0
SHARES ___________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 75,749 COMMON (SEE ITEM 5)
EACH ___________________________________
REPORTING (9) SOLE DISPOSITIVE POWER
PERSON 0
WITH ___________________________________
(10) SHARED DISPOSITIVE POWER
75,749 COMMON (SEE ITEM 5)
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
75,749 COMMON
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES ( )
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.8% OF COMMON
_________________________________________________________________
(14) TYPE OF REPORTING PERSON
IN
_________________________________________________________________
SCHEDULE 13D
CUSIP No. 500440102
_________________________________________________________________
(1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
RIT CAPITAL PARTNERS plc
_________________________________________________________________
(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 0
SHARES ___________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 239,901 COMMON (SEE ITEM 5)
EACH ___________________________________
REPORTING (9) SOLE DISPOSITIVE POWER
PERSON 0
WITH ___________________________________
(10) SHARED DISPOSITIVE POWER
239,901 COMMON (SEE ITEM 5)
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
239,901 COMMON
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES ( )
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
2.5% OF COMMON
_________________________________________________________________
(14) TYPE OF REPORTING PERSON
IV
_________________________________________________________________
SCHEDULE 13D
CUSIP No. 500440102
_________________________________________________________________
(1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
J. ROTHSCHILD CAPITAL MANAGEMENT LIMITED
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) ( )
(b) ( )
_________________________________________________________________
(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) ( )
__________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED KINGDOM
__________________________________________________________________
(7) SOLE VOTING POWER
NUMBER OF 0
SHARES ___________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 0
EACH ___________________________________
REPORTING (9) SOLE DISPOSITIVE POWER
PERSON 0
WITH ___________________________________
(10) SHARED DISPOSITIVE POWER
0
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES ( X )
(SEE ITEM 5)
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.0%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON
CO
_________________________________________________________________
SCHEDULE 13D
CUSIP No. 500440102
_________________________________________________________________
(1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
ST. JAMES'S PLACE CAPITAL plc
_________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) ( )
(b) ( )
_________________________________________________________________
(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) ( )
__________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED KINGDOM
__________________________________________________________________
(7) SOLE VOTING POWER
NUMBER OF 0
SHARES ___________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 0
EACH ___________________________________
REPORTING (9) SOLE DISPOSITIVE POWER
PERSON 0
WITH ___________________________________
(10) SHARED DISPOSITIVE POWER
0
_________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
_________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES ( X )
(SEE ITEM 5)
_________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.0%
_________________________________________________________________
(14) TYPE OF REPORTING PERSON
HC
_________________________________________________________________
This Statement constitutes Amendment No. 7 to the
Statement on Schedule 13D (the "Schedule 13D") filed with
the Securities and Exchange Commission by Tinicum
Enterprises, Inc., a Delaware corporation ("Enterprises"),
RUTCO Incorporated, a Delaware corporation ("RUTCO"), Mr.
James H. Kasschau ("Mr. Kasschau"), Mr. Putnam L. Crafts,
Jr. ("Mr. Crafts"), RIT Capital Partners plc, a United
Kingdom corporation ("RIT"), J. Rothschild Holdings plc, a
United Kingdom corporation ("JRH"), and J. Rothschild
Capital Management Limited, a United Kingdom corporation
("JRCML"), in connection with their beneficial ownership of
shares of common stock, par value $2.50 per share ("Common
Stock"), of Kollmorgen Corporation, a New York corporation
(the "Issuer"). This Amendment No. 7 is being filed by
Tinicum Investors, a Delaware general partnership ("TI"),
Mr. Kasschau, Mr. Crafts, RIT, JRCML and St James's Place
Capital plc, a United Kingdom corporation ("SJPC").
Unless otherwise defined herein, capitalized terms
used herein shall have the meanings ascribed to them in the
Schedule 13D.
ITEM 5. INTERESTS IN SECURITIES OF THE ISSUER.
Items 5(a)-(c) are hereby amended and supplemented
by adding the following:
(a) As of the close of business on the date
hereof, TI, Mr. Kasschau, Mr. Crafts, and RIT have
beneficial ownership of 712,904, 18,447, 75,749 and 239,901
shares of Common Stock, respectively. The Purchasers, as a
group, beneficially own 712,904 shares of Common Stock which
represent 7.4% of the outstanding shares of Common Stock
(including 3,000 shares of Common Stock that may be
purchased by Mr. Kasschau upon exercise of presently
exercisable non-employee director stock options), based on
the 9,693,466 shares of Common Stock disclosed to the
Reporting Persons by the Issuer as outstanding on December
31, 1995.
To the best of the Reporting Persons' knowledge
and belief, except for Mr. Eric M. Ruttenberg ("Mr.
Ruttenberg") who beneficially owns 7,064 shares of Common
Stock (including 3,000 shares of Common Stock that may be
purchased by Mr. Ruttenberg upon exercise of presently
exercisable non-employee director stock options), and except
as otherwise set forth herein, none of the persons
identified on Schedules I or II attached hereto beneficially
owns any shares of Common Stock.
(b) TI has the sole power to vote the 378,807
shares of Common Stock it owns, and except for certain
limited circumstances in which each of the Investors (as
defined in the Shareholder Agreement, filed as Exhibit 9 to
the Schedule 13D) has the power to vote such Investor's
shares of Common Stock (see Items 4 and 6 of the Schedule
13D, as amended), the 334,097 shares of Common Stock owned
by the Investors.
By reason of the Transfer Restrictions and right
of first offer granted to the Issuer in the Purchase
Agreement (see Item 4 of the Schedule 13D, as amended), the
right of first offer granted by the Investors to TI (as
transferee of Enterprises and RUTCO) (see item 6 of the
Schedule 13D, as amended), the right of TI to require the
Investors to participate in certain sales by it and the
right of the Investors to participate in certain sales by TI
(see Item 6 of the Schedule 13D, as amended), TI has shared
power to dispose of 712,904 shares of Common Stock, Mr.
Kasschau has shared power to dispose of 18,447 shares of
Common Stock and RIT has shared power to dispose of 239,901
shares of Common Stock.
JRCML may, by virtue of its discretionary fund
management agreement with RIT, be deemed to beneficially own
the shares of Common Stock owned by RIT. SJPC, as the
holding company of JRCML, may also be deemed to beneficially
own the shares of Common Stock owned by RIT. JRCML and SJPC
disclaim beneficial ownership of the shares of Common Stock
owned by RIT.
(c) On February 16, 1996, the Issuer redeemed the
12,422, 7,867 and 414.5 shares of Preferred Stock held by
TI, RIT and Mr. Kasschau, respectively, at a redemption
price of $1,100 per share in cash plus $12.4028 per share
equal to all accrued and unpaid dividends thereon earned for
the period of 47 days up to, and including, the date of such
redemption. On February 20, 1996, the Issuer redeemed the
2,484 shares of Preferred Stock held by Mr. Crafts at a
redemption price of $1,100 per share in cash plus $13.4583
per share equal to all accrued and unpaid dividends thereon
earned for the period of 51 days up to, and including, the
date of such redemption.
SIGNATURE
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.
Dated: February 26, 1996
TINICUM INVESTORS
By: /s/ Eric M. Ruttenberg
Eric M. Ruttenberg
Managing Partner
SIGNATURE
After reasonable inquiry and to the best of his
knowledge and belief, the undersigned certifies that the
information set forth in this statement is true, complete
and correct.
Dated: February 26, 1996
By: /s/ James H. Kasschau
James H. Kasschau
SIGNATURE
After reasonable inquiry and to the best of his
knowledge and belief, the undersigned certifies that the
information set forth in this statement is true, complete
and correct.
Dated: February 26, 1996
By: /s/ Putnam L. Crafts, Jr.
Putnam L. Crafts, Jr.
SIGNATURE
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.
Dated: February 26, 1996
RIT CAPITAL PARTNERS plc
By: /s/ D. J. E. Longridge
D. J. E. Longridge
Alternate Director
SIGNATURE
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.
Dated: February 26, 1996
J. ROTHSCHILD CAPITAL MANAGEMENT LIMITED
By: /s/ S. R. Sanders
S. R. Sanders
Director
SIGNATURE
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.
Dated: February 26, 1996
ST. JAMES'S PLACE CAPITAL plc
By: /s/ David N. Wood
David N. Wood
Deputy Company Secretary
SCHEDULE I
1. Directors and Executive Officers of Tinicum Enterprises,
Inc. ("Enterprises"). The name, title and present principal
occupation or employment of each of the directors and
executive officers of Enterprises, and the name, principal
business and address of any organization in which such
principal employment is conducted is set forth below. The
business address of each person listed below is 990 Stewart
Avenue, Garden City, New York 11530 and each person listed
below is a United States citizen. Directors are identified
by an asterisk. The business and address of Tinicum
Investors and Tinicum Enterprises, Inc. are not repeated in
this table.
Present and Principal Occupation
Name and Title or Employment and Business Address
John F. Keane President and Secretary
President and Secretary Tinicum Enterprises, Inc.
Edward R. Civello Vice President and Treasurer
Vice President and Treasurer Tinicum Enterprises, Inc.
Joseph A. Marino Assistant Secretary
Assistant Secretary Tinicum Enterprises, Inc.
Eric M. Ruttenberg* Managing Partner
Tinicum Investors
SCHEDULE I
2. Directors and Executive Officers of Tinicum Incorporated
("Tinicum"). The name, title and present principal
occupation or employment of each of the directors and
executive officers of Tinicum, and the name, principal
business and address of any organization in which such
principal employment is conducted is set forth below. The
business address of each person listed below is 990 Stewart
Avenue, Garden City, New York 11530 and each person listed
below is a United States citizen. Directors are identified
by an asterisk. The business and address of Tinicum
Investors and Tinicum Enterprises, Inc. are not repeated in
this table.
Present and Principal Occupation
Name and Title or Employment and Business Address
John F. Keane President and Secretary
President and Assistant Tinicum Enterprises, Inc.
Secretary
Edward R. Civello Vice President and Treasurer
Vice President Tinicum Enterprises, Inc.
Seth M. Hendon Secretary
Secretary Tinicum Incorporated
Eric M. Ruttenberg* Managing Partner
Tinicum Investors
John C. Ruttenberg* Executive,
Silicon Graphics Inc.,
One Cabot Road,
Hudson, MA 01749
(design and manufacture of computer
workstations)
Hattie Ruttenberg* Attorney,
c/o Tinicum Incorporated,
800 Third Avenue, 40th Floor,
New York, NY 10022
SCHEDULE I
3. Directors and Executive Officers of RUTCO Incorporated
("RUTCO"). The name, title and present principal occupation
or employment of each of the directors and executive
officers of RUTCO, and the name, principal business and
address of any organization in which such principal
employment is conducted is set forth below. The business
address of each person listed below is 990 Stewart Avenue,
Garden City, New York 11530 and each person listed below is
a United States citizen. Directors are identified by an
asterisk. The business and address of Tinicum Investors and
Tinicum Enterprises, Inc. are not repeated in this table.
Present and Principal Occupation
Name and Title or Employment and Business Address
John F. Keane President and Secretary
President and Secretary Tinicum Enterprises, Inc.
Edward R. Civello Vice President and Treasurer
Vice President and Treasurer Tinicum Enterprises, Inc.
Joseph A. Marino Assistant Secretary
Assistant Secretary Tinicum Enterprises, Inc.
Eric M. Ruttenberg* Managing Partner
Tinicum Investors
SCHEDULE I
4. Directors and Executive Officers of Tinicum Foreign
Investments Corporation ("Foreign"). The name, title and
present principal occupation or employment of each of the
directors and executive officers of Foreign, and the name,
principal business and address of any organization in which
such principal employment is conducted is set forth below.
The business address of each person listed below is 990
Stewart Avenue, Garden City, New York 11530 and each person
listed below is a United States citizen. Directors are
identified by an asterisk. The business and address of
Tinicum Investors and Tinicum Enterprises, Inc. are not
repeated in this table.
Present and Principal Occupation
Name and Title or Employment and Business Address
John F. Keane President and Secretary
President and Secretary Tinicum Enterprises, Inc.
Edward R. Civello Vice President and Treasurer
Vice President and Treasurer Tinicum Enterprises, Inc.
Joseph A. Marino Assistant Secretary
Assistant Secretary Tinicum Enterprises, Inc.
Eric M. Ruttenberg* Managing Partner
Tinicum Investors
SCHEDULE I
5. Directors and Executive Officers of Tinicum Associates,
Inc. ("Associates"). The name, title and present principal
occupation or employment of each of the directors and
executive officers of Associates, and the name, principal
business and address of any organization in which such
principal employment is conducted is set forth below. The
business address of each person listed below is 990 Stewart
Avenue, Garden City, New York 11530 and each person listed
below is a United States citizen. Directors are identified
by an asterisk. The business and address of Tinicum
Investors and Tinicum Enterprises, Inc. are not repeated in
this table.
Present and Principal Occupation
Name and Title or Employment and Business Address
John F. Keane President and Secretary
President and Secretary Tinicum Enterprises, Inc.
Edward R. Civello Vice President and Treasurer
Vice President and Treasurer Tinicum Enterprises, Inc.
Joseph A. Marino Assistant Secretary
Assistant Secretary Tinicum Enterprises, Inc.
Eric M. Ruttenberg* Managing Partner
Tinicum Investors
SCHEDULE II
1. Directors and Executive Officers of RIT Capital Partners plc ("RIT").
The name, business or residence address, principal occupation or employment
and citizenship of each of the directors and executive officers of RIT and
the name, address and principal business of any organization in which such
employment is conducted are set forth below. The business and address of
St. James's Place Capital plc ("SJPC") are not repeated in this table.
Directors
Business or Principal Occupation Citizen-
Name Residence Address or Employment ship
Lord Rothschild 27 St. James's Place, Joint Chairman, SJPC British
(Chairman) London SW1A 1NR,
England
Charles Howard Swan House, Madeira Director, Stanhope British
Bailey Walk, Windsor, Administration Limited,
Berkshire SL4 1EU, Swan House, Madeira Walk,
England Windsor, Berkshire SL4 1EU
(accounting and administrative
services); Director, General
Oriental Investments Limited,
P.O. Box 309, Cayman Islands,
British West Indies (investment
company)
Anthony Herbert 27 St. James's Place, Director, Sketchley plc, South
Bloom London SW1A 1NR, Rugby Road, Hinckley, African
England Leicestershire LE10 2NE,
England (dry cleaning and
related industries); Director,
Rockridge Consolidated Limited,
4 Harley Street, London W1N 1AA,
England (financial services)
Duncan Willian 27 St. James's Place, Director & Chief Operating British
Allan Budge London SW1A 1NR, Officer, RIT
England
Andrew Stephen 88 St. George's Farmer British
Bower Knight Square, London
SW1V 3QX, England
Baron Phillipe Boulevard Jacques- President, Banqu Bruxelles Belgian
Lambert Dalcroze 5, CH-1211, Lambert (Suisse) SA,
Geneva 3, Boulevard Jacques-Dalcroze 5,
Switzerland CH-1211, Geneva 5, Switzerland
(international bank)
SCHEDULE II
Business or Principal Occupation Citizen-
Name Residence Address or Employment ship
Jean Pigozzi 10 Place du Grand- Private Investor, 10 Place Italian
Mezel, 1204 Geneva, du Grand-Mezel, 1204 Geneva,
Switzerland Switzerland (investments
worldwide)
Executive Officers
Stephen Robin 27 St. James's Place, Company Secretary, SJPC; British
Sanders London SW1A 1NR, Compliance Officer,
England St. James's Place Capital
group of companies
David Neil Wood 27 St. James's Place, Deputy Company Secretary, British
London SW1A 1NR, SJPC; Director,
England J. Rothschild Administration
Limited
The Corporate Secretary of RIT is J. Rothschild Administration Limited.
SCHEDULE II
2. Directors and Executive Officers of J. Rothschild Capital Management
Limited ("JRCML"). The name, business or residence address, principal
occupation or employment and citizenship of each of the directors and
executive officers of JRCML and the name, address and principal business of
any organization in which such employment is conducted are set forth below.
The business and address of St. James's Place Capital plc ("SJPC") are not
repeated in this table.
Directors
Business or Principal Occupation Citizen-
Name Residence Address or Employment ship
Lord Rothschild 27 St. James's Place, Joint Chairman, SJPC British
(Chairman) London SW1A 1NR,
England
Hon. Clive 27 St. James's Place, Director, RIT British
Patrick Gibson London SW1A 1NR,
England
Duncan Willian 27 St. James's Place, Director, RIT British
Allan Budge London SW1A 1NR,
England
Donal Francis 27 St. James's Place, Group Tax Manager, St. British
Connon London SW1A 1NR, James's Place Capital Group of
England companies
Paul Richard 27 St. James's Place, Director, J. Rothschild British
Griffiths London SW1A 1NR, Capital Management Limited
England
Stephen Robin 27 St. James's Place, Company Secretary, SJPC; British
Sanders London SW1A 1NR, Compliance Officer, St.
England James's Place Capital group
of companies
Sir Mark Aubrey 27 St. James's Place, Joint Chairman, SJPC; British
Weinberg London SW1A 1NR, Chairman, J. Rothschild
England Assurance plc, J. Rothschild
House, Dollar Street,
Cirencester, Gloucestershire
GL7 2AQ, England (insurance
company)
Executive Officers
David Neil Wood 27 St. James's Place, Deputy Company Secretary, British
London SW1A 1NR, SJPC; Director,
England J. Rothschild Administration
Limited
The Corporate Secretary of JRCML is J. Rothschild Administration Limited.
SCHEDULE II
3. Directors and Executive Officers of St. James's Place Capital plc
("SJPC"). The name, business or residence address, principal occupation or
employment and citizenship of each of the directors and executive officers
of SJPC and the name, address and principal business of any organization in
which such employment is conducted are set forth below. The business and
address of St. James's Place Capital plc ("SJPC") are not repeated in this
table.
Directors
Business or Principal Occupation Citizen-
Name Residence Address or Employment ship
Lord Rothschild 27 St. James's Place, Joint Chairman, SJPC British
London SW1A 1NR,
England
The Viscount 149 Newlands Road, Chairman, The Weir Group plc, British
Weir Cathcart, Glasgow 149 Newlands Road, Cathcart,
G44 4EX, Scotland Glasgow G44 4EX, Scotland
(engineers)
Nathaniel de 767 Fifth Avenue, President, Nathaniel de French
Rothschild New York, NY 10153, Rothschild Holdings Ltd.,
U.S.A 767 Fifth Avenue, New York,
NY 10153, U.S.A.
Hon. Clive 27 St. James's Place, Director, SJPC British
Patrick Gibson London SW1A 1NR,
England
Maurice Edward Fairfax House, Consultant, Saffery Champness British
Hatch Fulwood Place, Gray's (chartered accountants),
Inn, London WC1V 6UB, Fairfax House, Fulwood Place,
England Gray's Inn, London WC1V 6UB,
England
Anthony David 27 St. James's Place, Director, SJPC British
Loehnis, C.M.G. London SW1A 1NR,
England
Lord Rees-Mogg 17 Pall Mall, Journalist British
London SW1Y 5NB,
England
Andrew Stafford- 27 St. James's Place, Director, SJPC U.S.A
Deitsch London SW1A 1NR,
England
SCHEDULE II
Business or Principal Occupation Citizen-
Name Residence Address or Employment ship
Sir Mark Aubrey 27 St. James's Place, Joint Chairman, SJPC; British
Weinberg London SW1A 1NR, Chairman, J. Rothschild
England Assurance plc, J. Rothschild
House, Dollar Street,
Cirencester, Gloucestershire
GL7 2AQ, England (insurance
company)
William Valerian 27 St. James's Place, Director & Chief Operating British
Wellesley London SW1A 1NR, Officer, SJPC
England
Executive Officers
Stephen Robin 27 St. James's Place, Company Secretary, SJPC; British
Sanders London SW1A 1NR, Compliance Officer,
England St. James's Place Capital
group of companies
David Neil Wood 27 St. James's Place, Deputy Company Secretary, British
London SW1A 1NR, SJPC
England
