<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14D-1
Tender Offer Statement Pursuant to Section 14(d)(1) of
The Securities Exchange Act of 1934
(Amendment No. 6)
(Constituting the Final Amendment)
COMMUNICATION CABLE, INC.
(Name of Subject Company)
KUHLMAN ACQUISITION CORP.
KUHLMAN CORPORATION
(Bidders)
Common Stock, Par Value $1.00 Per Share
(Title of Class of Securities)
203378 10 4
(CUSIP Number of Class of Securities)
Robert S. Jepson, Jr.
Chairman and Chief Executive Officer
Kuhlman Acquisition Corp.
Kuhlman Corporation
3 Skidaway Village Square
Savannah, Georgia 31411
Telephone: (912) 598-7809
(Name, Address and Telephone Number
of Person Authorized to Receive Notices and
Communications on Behalf of Bidder)
With copies to:
<TABLE>
<S> <C>
Richard A. Walker, Esq. Patrick Daugherty, Esq.
Kuhlman Corporation Nelson Mullins Riley & Scarborough, L.L.P.
3 Skidaway Village Square 100 North Tryon Street
Savannah, Georgia 31411 Charlotte, North Carolina 28202-4000
Telephone: (912) 598-7809 Telephone: (704) 417-3101
</TABLE>
<PAGE>
<TABLE>
<S> <C> <C>
CUSIP No. 203378 10 4 14D-1
</TABLE>
<TABLE>
<C> <S>
1 Names of Reporting Persons/S.S. or I.R.S. Identification Nos. of Above Persons:
Kuhlman Acquisition Corp. 58-2132248
2 Check the Appropriate Box if a Member of a Group
(a) [x]
(b) [ ]
3 SEC use only
4 Source of funds:
AF, BK
5 [ ] Check Box if Disclosure of Legal Proceedings is Required Pursuant to Item 2(e) or 2(f)
6 Citizenship or Place of Organization:
North Carolina
7 Aggregate Amount Beneficially Owned by Each Reporting Person:
2,607,603 shares
8 [ ] Check Box if the Aggregate Amount in Row (7) Excludes Certain Shares
9 Percent of Class Represented by Amount in Row (7):
82.2% of all shares stated by the Company to be outstanding at February 15, 1996 (82.0% assuming exercise of all
options stated by the Company to be outstanding)
10 Type of Reporting Person:
CO
</TABLE>
<PAGE>
<TABLE>
<S> <C> <C>
CUSIP No. 203378 10 4 14D-1
</TABLE>
<TABLE>
<C> <S>
1 Names of Reporting Persons/S.S. or I.R.S. Identification Nos. of Above Persons:
Kuhlman Corporation 58-2058047
2 Check the Appropriate Box if a Member of a Group
(a) [x]
(b) [ ]
3 SEC use only
4 Source of funds:
WC, BK
5 [ ] Check Box if Disclosure of Legal Proceedings is Required Pursuant to Item 2(e) or 2(f)
6 Citizenship or Place of Organization:
Delaware
7 Aggregate Amount Beneficially Owned by Each Reporting Person:
2,607,603 shares
8 [ ] Check Box if the Aggregate Amount in Row (7) Excludes Certain Shares
9 Percent of Class Represented by Amount in Row (7):
82.2% of all shares stated by the Company to be outstanding at February 15, 1996 (82.0% assuming exercise of all
options stated by the Company to be outstanding)
10 Type of Reporting Person:
CO
</TABLE>
<PAGE>
Kuhlman Acquisition Corp. (the "Purchaser") and Kuhlman Corporation
("Kuhlman") hereby amend their Tender Offer Statement on Schedule 14D-1,
originally filed on November 29, 1995 and subsequently amended on January 4,
1996, January 17, 1996, January 23, 1996, February 1, 1996 and February 12, 1996
(as amended to date, the "Statement"), with respect to the Purchaser's offer to
purchase any and all outstanding shares of common stock, par value $1.00 per
share, of Communication Cable, Inc. (the "Company"). Capitalized terms not
defined herein have the meanings assigned to them in the Statement.
ITEM 10. ADDITIONAL INFORMATION.
On February 16, 1996, Kuhlman and the Company issued a joint press release
announcing the expiration of the Offer, the approval of the Voting Rights
Proposal and the acceptance and purchase of all tendered Shares. A copy of
such press release is attached hereto as Exhibit (a)(19) and is incorporated
herein by this reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(19) Press Release dated February 16, 1996.
<PAGE>
SIGNATURE
After due inquiry and to the best of its knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Date: February 19, 1996
KUHLMAN ACQUISITION CORP.
BY /S/ ROBERT S. JEPSON, JR.
ROBERT S. JEPSON, JR.
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
KUHLMAN CORPORATION
BY /S/ ROBERT S. JEPSON, JR.
ROBERT S. JEPSON, JR.
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
<S> <C> <C>
(a)(19) Press Release dated February 16, 1996
</TABLE>
<PAGE>
EXHIBIT(A)(19)
KUHLMAN NEWS RELEASE
February 16, 1996
KUHLMAN AND COMMUNICATION CABLE
ANNOUNCE COMPLETION OF TENDER
OFFER FOR COMMUNICATION CABLE
Kuhlman Corporation (NYSE:KUH) and Communication Cable, Inc. (CCI)
(NASDAQ:CABL) today jointly announced the completion of Kuhlman's tender offer
for any and all outstanding shares of common stock of CCI. Upon expiration of
the tender offer at 5:00 p.m., New York City time, on Thursday, February 15,
1996, 2,287,124 shares had been validly tendered and not withdrawn. Adding the
315,703 shares already owned by Kuhlman to the tendered shares, Kuhlman will own
2,602,827 shares of CCI stock, or approximately 82.1% of the outstanding stock
(81.8% on a fully diluted basis). Robert S. Jepson, Jr., Chairman and Chief
Executive Officer of Kuhlman stated that, "We are pleased that such a great
majority of the shareholders of CCI have tendered their shares to Kuhlman. We
have today accepted all tendered shares for payment and instructed our banks
and depositary to begin payment of $14.00 per share for all tendered shares
beginning next Tuesday, February 20, 1996, Monday, February 19th being a bank
holiday.
At a Special Meeting of CCI shareholders held today, CCI shareholders voted
to give Kuhlman the right to vote any and all shares it acquires in CCI,
including those shares obtained pursuant to this tender offer. As one of the
formalities of Kuhlman's completing its acquisition of CCI, all of the CCI
outside directors present at the Special Meeting, that is, Messrs. George
Falconero, Benjamin Greene and Charles Wellard (John Bitter was not present)
tendered their resignations from the CCI Board of Directors effective
5:00 p.m. today. Mr. Jepson noted that those resignations will help in an
orderly transition to Kuhlman's ownership. James R. Fore, President and CEO of
CCI stated that CCI intended to reduce the size of CCI's Board and to nominate
Mr. Jepson and Curtis G. Anderson, Kuhlman's President and Chief Operating
Officer to fill the vacancies on CCI's Board.
Mr. Jepson further stated that he and Kuhlman's management team were very
pleased to acquire a controlling interest in CCI. "We are very excited about the
future prospects of CCI and are eager to welcome CCI into our family of
companies. CCI, with its array of products aimed at the telecommunications and
data transmission market, will strengthen Kuhlman's product offerings and
competitiveness in these rapidly growing segments of the wire and cable
industry."
For further information, please contact:
Investor Relations
Kuhlman Corporation
3 Skidaway Village Square
Savannah, Georgia 31411
<PAGE>
