SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)
Loctite Corporation
-------------------
(Name of Issuer)
Common Stock, $.01 par value
----------------------------
(Title of Class of Securities)
540137 10 6
-----------
(CUSIP Number)
Alan Appelbaum, Esq.
Cleary, Gottlieb, Steen & Hamilton
One Liberty Plaza
New York, New York 10006
(212) 225-2000
---------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 28, 1995
-------------
(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 the
statement [ ].
<PAGE>
SCHEDULE 13D
CUSIP NO. 540137 10 6
- ---------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
HC Investments, Inc. 51-0318575
- ---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ X ]
- ---------------------------------------------------------------------
3 SEC USE ONLY
- ---------------------------------------------------------------------
4 SOURCE OF FUNDS
AF, 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
Delaware
- ---------------------------------------------------------------------
7 SOLE VOTING POWER
11,183,724
NUMBER OF ------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY None
EACH ------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH 11,183,724
------------------------------------------------------
10 SHARED DISPOSITIVE POWER
None
- ---------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,183,724
- ---------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ X ]
- ---------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
31.6%
- ---------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
- ---------------------------------------------------------------------<PAGE>
This Amendment No. 9 (this "Amendment") amends and
supplements the Schedule 13D filed on June 3, 1985, as previously
amended (the "Schedule 13D"), of Henkel Corporation, with respect
to the Common Stock, $.01 par value ("Common Stock"), of Loctite
Corporation ("Loctite" or the "Company"). All capitalized terms
used in this Amendment and not otherwise defined herein have the
meanings ascribed to such terms in the Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration.
HCI expended an aggregate of approximately $7,266,000 in
connection with its acquisitions, during the past 60 days, of
158,200 shares of Common Stock. The sources of such funds were
working capital of HCI, as well as loans from Henkel Corporation
from its own working capital.
Item 5. Interest in Securities of the Issuer.
(a) - (b) At the date hereof, HCI beneficially owns
11,183,724 shares of Common Stock, representing approximately
31.6% of the 35,377,935 shares of Common Stock outstanding on
April 30, 1995, as reported in Loctite's Form 10-Q for the
quarterly period ended March 31, 1995. Subject to the
limitations of the Agreement and the Rights Agreement, HCI has
sole power to vote and to dispose of the shares of Common Stock
beneficially owned by it.
Subject to the limitations of the Agreement and the Rights
Agreement, HCI has a right of first refusal with respect to
shares of Common Stock representing approximately 10% of the
outstanding Common Stock. Henkel disclaims beneficial ownership
with respect to all shares of Common Stock subject to the right
of first refusal.
(c) Certain information with respect to each transaction in
the Common Stock during the past 60 days is set forth in Exhibit
13 hereto. Except as set forth herein, no transactions in shares
of Common Stock were effected during the past 60 days by HCI, or,
to the best of its knowledge, by Henkel KGaA, Henkel of America,
Inc., Henkel Corporation or any of the other persons listed on
Schedules I and II hereto.
Item 7. Material to be filed as Exhibits.
Exhibit 13. Purchases of Common Stock during 60 day
period through July 28, 1995.
Signature
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.
Dated: July 31, 1995
HC Investments, Inc.
By: /Ernest G. Szoke/
----------------------------
Ernest G. Szoke, Secretary<PAGE>
Exhibit Index
Exhibit Number Page Number
Exhibit 1 Stock Purchase Agreement between *A
Henkel of America, Inc. and certain
stockholders of Loctite dated as
of May 23, 1985
Exhibit 2 Investment Agreement between Henkel *A
of America, Inc. and Loctite dated
May 23, 1985
Exhibit 3 Amendment to Stock Purchase Agreement *A
between Henkel Corporation and certain
stockholders of Loctite dated as of
October 11, 1985
Exhibit 4 Press Release issued by Henkel KGaA *B
on March 19, 1991
Exhibit 5 Press Release issued by Henkel KGaA *C
on May 6, 1991
Exhibit 6 Agreement among Frederick B. Krieble, *D
Theta and Henkel Corporation dated as
of January 31, 1992
Exhibit 7 Acknowledgement of Loctite dated *D
February 4, 1992
Exhibit 8 Agreement, dated as of April 14, 1994, *E
among Henkel KGaA, Henkel Corporation,
HCI and Loctite
Exhibit 9 Rights Agreement, dated as of *E
April 14, 1994, between Loctite and
The First National Bank of Boston
Exhibit 10 Press Release issued by Henkel KGaA *E
on April 14, 1994
Exhibit 11 Purchases of Common Stock from *E
March 6, 1992 through April 14, 1994
Exhibit 12 Purchases of Common Stock from *F
April 14, 1994 through October 14, 1994
Exhibit 13 Purchases of Common Stock during 7
60 day period through July 28, 1995
*A Previously filed as an Exhibit to the Schedule 13D on
November 6, 1985.
*B Previously filed as an Exhibit to Amendment No. 3 to the
Schedule 13D on March 20, 1991.
*C Previously filed as an Exhibit to Amendment No. 4 to the
Schedule 13D on May 8, 1991.
*D Previously filed as an Exhibit to Amendment No. 5 to the
Schedule 13D on March 2, 1992.
*E Previously filed as an Exhibit to Amendment No. 7 to the
Schedule 13D on April 14, 1994.
*F Previously filed as an Exhibit to Amendment No. 8 to the
Schedule 13D on October 17, 1994.
Exhibit 13
Purchases of Common Stock
During 60 Day Period Through July 28, 1994
Set forth below are the purchases of Common Stock during the
60 day period through July 28, 1994. All purchases were made in
open-market, stock exchange transactions.
Date Number of Shares Price Per Share
6/27/95 21,000 $46.38
6/28/95 2,000 46.00
6/29/95 6,000 46.73
6/30/95 6,000 46.60
7/3/95 6,000 45.38
7/5/95 15,700 45.76
7/6/95 6,000 46.25
7/7/95 4,000 46.83
7/10/95 3,000 47.00
7/11/95 6,000 47.00
7/12/95 6,000 46.73
7/13/95 6,000 46.73
7/14/95 4,500 46.54
7/17/95 6,000 46.47
7/18/95 6,000 46.05
7/19/95 16,000 45.41
7/20/95 6,000 44.57
7/21/95 11,000 44.36
7/24/95 6,000 44.33
7/25/95 6,000 45.06
7/26/95 3,000 45.75
7/28/95 6,000 46.78
