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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 6, 1996
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC. 20549
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FINAL AMENDMENT
TO
SCHEDULE 13E-4
ISSUER TENDER OFFER STATEMENT
(PURSUANT TO SECTION 13(E)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934)
REEBOK INTERNATIONAL LTD.
(Name of Issuer)
REEBOK INTERNATIONAL LTD.
(Name of Person(s) Filing Statement)
COMMON STOCK
(Title of Class of Securities)
758110
(CUSIP Number of Class of Securities)
JOHN B. DOUGLAS III
EXECUTIVE VICE PRESIDENT, LAW, HUMAN RESOURCES AND ADMINISTRATION
REEBOK INTERNATIONAL LTD.
100 TECHNOLOGY CENTER DRIVE
STOUGHTON, MASSACHUSETTS 02072
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications
on Behalf of the Person(s) Filing Statement)
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Copies to:
DAVID B. WALEK, ESQ.
ROPES & GRAY
ONE INTERNATIONAL PLACE
BOSTON, MASSACHUSETTS 02110
JULY 30, 1996
(Date Tender Offer First Published,
Sent or Given to Security Holders)
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This Amendment No. 3 amends and supplements the Issuer Tender Offer
Statement on Schedule 13E-4 (the "Statement") dated July 30, 1996 filed by
Reebok International Ltd., a Massachusetts corporation (the "Company"), as
amended by Amendment No. 1 on August 9, 1996 and by Amendment No. 2 on August
27, 1996, relating to the offer by the Company to purchase 24,000,000 shares (or
such lesser number of shares as are properly tendered) of its Common Stock, par
value $.01 per share, (such shares, together with the associated Common Stock
Purchase Rights (the "Rights") issued pursuant to the Common Stock Rights
Agreement dated as of June 14, 1990 between the Company and The First National
Bank of Boston, as Rights Agent, being hereinafter referred to as the "Shares"),
72,536,700 of which Shares were outstanding as of July 26, 1996, at a price not
in excess of $36.00 nor less than $30.00 net per Share in cash upon the terms
and subject to the conditions set forth in the Offer to Purchase, dated July 30,
1996 (the "Offer to Purchase"), and in the related Letter of Transmittal, which
together constitute the "Offer," copies of which are attached as Exhibit (a)(1)
and (a)(2) to the Statement. Capitalized terms defined in the Statement and not
otherwise defined herein shall have the meanings specified in the Statement.
ITEM 1. SECURITY AND ISSUER.
The Offer commenced on July 30, 1996 and expired at 5:00 p.m., New York
City time, on August 27, 1996. A total of 17,026,016 Shares have been accepted
at a purchase price of $36.00 per Share. Prior to the Offer, the Company had
72,536,700 Shares outstanding. Following the purchase of Shares tendered in the
Offer, the Company has approximately 55,510,684 Shares outstanding. On August
28, 1996, the Company issued a press release announcing the preliminary results
of the Offer, a copy of which is filed as Exhibit (a)(10) hereto and is
incorporated herein by reference.
ITEM 9. MATERIAL TO BE FILED AS EXHIBITS.
Item 9 is hereby amended by the addition of the following Exhibit:
(a)(10) Press Release dated August 28, 1996.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this Schedule 13E-4 is true, complete and
correct.
September 6, 1996 REEBOK INTERNATIONAL LTD.
By: /s/ Kenneth Watchmaker
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Name: Kenneth Watchmaker
Title: Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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(a)(10) Press Release dated August 28, 1996
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EXHIBIT (a)(10)
REEBOK ANNOUNCES PRELIMINARY RESULTS OF
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"DUTCH AUCTION" SELF-TENDER OFFER
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Stoughton, MA, August 28, 1996 -- Reebok International Ltd. (NYSE-RBK)
today announced that a preliminary count by Boston Equiserve, the Depository for
the Company's "Dutch Auction" self-tender offer, indicates that, subject to
final verification, 17,018,090 Common shares have been accepted for purchase at
a price of $36.00 per share. The self-tender offer commenced on July 30, 1996
and expired at 5:00 p.m., New York City time, on August 27, 1996. Prior to the
tender offer, Reebok had 72,536,700 Common shares outstanding. Following the
purchase of shares tendered in the "Dutch Auction," Reebok will have
approximately 55,518,610 Common shares outstanding.
Payment for shares properly tendered and accepted will be made promptly,
subject to proper delivery of shares in accordance with the terms of the offer.
The Company indicated that it would utilize senior bank financing underwritten
by Credit Suisse to purchase the shares. CS First Boston acted as the Dealer
Manager for the tender offer.
Reebok International Ltd., headquartered in Stoughton, MA is a leading
worldwide designer, marketer and distributor of sports, fitness and casual
footwear, apparel and equipment. Principal operating units include the Reebok
Division and the Rockport Company, Inc. Sales for 1995 totaled approximately
$3.5 billion.
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