UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)*
THE PERKIN-ELMER CORPORATION
------------------------------
(Name of Issuer)
Common Stock, $1.00 Par Value
------------------------------
(Title of Class of Securities)
714041100
----------------------
(CUSIP Number)
Stephen M. Vine, Esq.
Akin, Gump, Strauss, Hauer & Feld, L.L.P.
590 Madison Avenue
New York, New York 10022
(212) 872-1000
----------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 10, 1997
---------------------------------
(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 [_].
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 disclosure
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).
Continued on following page(s)
Page 1 of 18 Pages
<PAGE>
Page 2 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
QUANTUM INDUSTRIAL PARTNERS LDC
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
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
Cayman Islands
7 Sole Voting Power
Number of 0
Shares
Beneficially 8 Shared Voting Power
Owned By 2,429,475
Each
Reporting 9 Sole Dispositive Power
Person 0
With
10 Shared Dispositive Power
2,429,475
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,429,475
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
5.54%
14 Type of Reporting Person*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 3 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
QIH MANAGEMENT INVESTOR, L.P.
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
3 SEC Use Only
4 Source of Funds*
AF
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 0
Shares
Beneficially 8 Shared Voting Power
Owned By 2,429,475
Each
Reporting 9 Sole Dispositive Power
Person 0
With
10 Shared Dispositive Power
2,429,475
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,429,475
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
5.54%
14 Type of Reporting Person*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 4 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
QIH MANAGEMENT, INC.
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
3 SEC Use Only
4 Source of Funds*
AF
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 0
Shares
Beneficially 8 Shared Voting Power
Owned By 2,429,475
Each
Reporting 9 Sole Dispositive Power
Person 0
With
10 Shared Dispositive Power
2,429,475
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,429,475
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
5.54%
14 Type of Reporting Person*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 5 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
SOROS FUND MANAGEMENT LLC
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
3 SEC Use Only
4 Source of Funds*
AF
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 0
Shares
Beneficially 8 Shared Voting Power
Owned By 2,429,475
Each
Reporting 9 Sole Dispositive Power
Person 0
With
10 Shared Dispositive Power
2,429,475
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,429,475
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
5.54%
14 Type of Reporting Person*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 6 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
GEORGE SOROS (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
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
United States
7 Sole Voting Power
Number of 1,511,737
Shares
Beneficially 8 Shared Voting Power
Owned By 2,429,475
Each
Reporting 9 Sole Dispositive Power
Person 1,511,737
With
10 Shared Dispositive Power
2,429,475
11 Aggregate Amount Beneficially Owned by Each Reporting Person
3,941,212
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
8.99%
14 Type of Reporting Person*
IA; IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 7 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
STANLEY F. DRUCKENMILLER (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
3 SEC Use Only
4 Source of Funds*
AF
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 States
7 Sole Voting Power
Number of 0
Shares
Beneficially 8 Shared Voting Power
Owned By 2,429,475
Each
Reporting 9 Sole Dispositive Power
Person 0
With
10 Shared Dispositive Power
2,429,475
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,429,475
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
5.54%
14 Type of Reporting Person*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 8 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
WINSTON PARTNERS, L.P.
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
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
Delaware
7 Sole Voting Power
Number of 204,242
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 204,242
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
204,242
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
.47%
14 Type of Reporting Person*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 9 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
CHATTERJEE FUND MANAGEMENT, L.P.
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
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
Delaware
7 Sole Voting Power
Number of 264,036
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 264,036
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
264,036
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
.60%
14 Type of Reporting Person*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 10 of 18 Pages
SCHEDULE 13D
CUSIP No. 714041100
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
PURNENDU CHATTERJEE
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [x]
3 SEC Use Only
4 Source of Funds*
AF
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [x]
6 Citizenship or Place of Organization
UNITED STATES
7 Sole Voting Power
Number of 393,136
Shares
Beneficially 8 Shared Voting Power
Owned By 2,429,475
Each
Reporting 9 Sole Dispositive Power
Person 393,136
With
10 Shared Dispositive Power
2,429,475
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,822,611
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
6.44%
14 Type of Reporting Person*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 11 of 18 Pages
This Amendment No. 14 to Schedule 13D relates to shares of Common
Stock, $1.00 par value per share (the "Shares"), of The Perkin-Elmer Corporation
(the "Issuer"). This Amendment No. 14 supplementally amends the initial
statement on Schedule 13D dated January 7, 1991 and all amendments thereto
(collectively, the "Initial Statement") filed by certain of the Reporting
Persons (as defined herein). This Amendment No. 14 is being filed by the
Reporting Persons to report that as a result of recent acquisitions of Shares of
the Issuer, the number of Shares of which certain of the Reporting Persons may
be deemed the beneficial owners has increased by more than one percent of the
total outstanding Shares. Capitalized terms used but not defined herein shall
have the meanings ascribed to them in the Initial Statement. The Initial
Statement is supplementally amended as follows.
Item 2. Identity and Background.
This statement is being filed on behalf of each of the following
persons (collectively, the Reporting Persons"):
i) Quantum Industrial Partners LDC ("QIP");
ii) QIH Management Investor, L.P. ("QIHMI");
iii) QIH Management, Inc. ("QIH Management");
iv) Soros Fund Management LLC ("SFM LLC");
v) George Soros ("Mr. Soros");
vi) Stanley F. Druckenmiller ("Mr. Druckenmiller");
vii) Winston Partners, L.P. ("Winston Partners");
viii) Chatterjee Fund Management, L.P. ("CFM"); and
ix) Dr. Purnendu Chatterjee ("Dr. Chatterjee").
Updated information concerning the officers and directors of QIP and
QIHMI is attached hereto as Annex A and incorporated herein by reference.
Updated information concerning the Managing Directors of SFM LLC is attached
hereto as Annex B and incorporated herein by reference.
This Statement relates to Shares held for the accounts of QIP, Mr.
Soros, Winston Partners, CFM, OSI and Dr. Chatterjee.
Item 3. Source and Amount of Funds or other Consideration.
QIP expended approximately $25,263,678 of its working capital to
purchase the Shares reported herein as being acquired in the last 60 days.
<PAGE>
Page 12 of 18 Pages
Mr. Soros expended approximately $8,425,973 of his personal funds to
purchase the Shares reported herein as being acquired in the last 60 days.
The Shares held for the accounts of QIP, Winston Partners, Mr. Soros,
OSI, CFM and Dr. Chatterjee may be held through margin accounts maintained with
brokers, which extend margin credit as and when required to open or carry
positions in their margin accounts, subject to applicable federal margin
regulations, stock exchange rules and such firms' credit policies. The Shares
which may be held in the margin accounts are pledged as collateral security for
the repayment of debit balances in the respective accounts.
Item 5. Interest in Securities of the Issuer.
(a) (i) Each of QIP, QIHMI, QIH Management, SFM LLC and Mr.
Druckenmiller may be deemed the beneficial owner of the 2,429,475 Shares held
for the account of QIP (approximately 5.54% of the total number of Shares
outstanding).
(ii) Mr. Soros may be deemed the beneficial owner of 3,941,212
Shares (approximately 8.99% of the total number of Shares outstanding). This
number consists of (A) the 673,681 Shares held for his personal account, (B) the
2,429,475 Shares held for the account of QIP and (C) the 838,056 Shares held for
the account of OSI.
(iii) Winston Partners may be deemed the beneficial owner of the
204,242 Shares currently held for its account (approximately .47% of the total
number of Shares outstanding).
(iv) CFM may be deemed the beneficial owner of 264,036 Shares
(approximately .60% of the total number of Shares outstanding). This number
consists of (A) the 59,794 Shares held for its account and (B) the 204,242
Shares held for the account of Winston Partners (as a result of its position as
the sole general partner of Winston Partners).
(v) Dr. Chatterjee may be deemed the beneficial owner of
2,822,611 Shares (approximately 6.44% of the total number of Shares
outstanding). This number consists of (A) the 129,100 Shares held for his
personal account, (B) the 204,242 Shares held for the account of Winston
Partners, (C) the 2,429,475 Shares held for the account of QIP and (D) the
59,794 Shares held for the account of CFM.
(b) (i) Each of QIP, QIHMI (pursuant to QIP's constituent documents),
QIH Management (by virtue of its position as sole general partner of QIHMI), SFM
LLC (by virtue of the QIP contract), Mr. Soros (as a result of his position with
SFM LLC), Mr. Druckenmiller (as a result of his position with SFM LLC) and Dr.
Chatterjee (as a result of his position as a sub-advisor to QIP with respect to
the Shares) may be deemed to have the shared power to direct the voting and
disposition of the 2,429,475 Shares held for the account of QIP.
(ii) Mr. Soros has the sole power to vote and dispose of the
673,681 Shares held for his account. Mr. Soros may be deemed to have the sole
power to vote and dispose of the 838,056 Shares held for the account of OSI.
<PAGE>
Page 13 of 18 Pages
(iii) Each of Winston Partners, CFM (as the general partner of
Winston Partners) and Dr. Chatterjee (as the sole general partner of CFM) may be
deemed to have the sole power to direct the voting and disposition of the
204,242 Shares held for the account of Winston Partners.
(iv) Each of CFM and Dr. Chatterjee, as the sole general partner
of CFM, may be deemed to have the sole power to direct the voting and
disposition of the 59,794 Shares held for the account of CFM.
(v) Dr. Chatterjee has the sole power to vote and dispose of the
129,100 Shares held for his account.
(c) Except for the transactions disclosed on Annex C hereto, all
of which were effected on the New York Stock Exchange in routine brokerage
transactions, there have been no transactions effected with respect to the
Shares since September 15, 1997 (60 days prior to the date hereof) by any of the
Reporting Persons or OSI
.
(d) (i) The shareholders of QIP, including Quantum Industrial
Holdings Ltd., a British Virgin Islands international business company, have the
right to participate in the receipt of dividends from, or proceeds from the sale
of, securities, including the Shares, held for the account of QIP in accordance
with their share ownership interests in QIP.
(ii) Mr. Soros has the sole right to participate in the receipt
of dividends from, and proceeds from the sale of, securities (including the
Shares) held for his account.
(iii) The partners of Winston Partners have the right to
participate in the receipt of dividends from, and proceeds from the sale of,
securities, including the Shares, held for the account of Winston Partners in
accordance with their ownership interests in Winston Partners.
(iv) The partners of CFM have the right to participate in the
receipt of dividends from, and proceeds from the sale of, securities, including
the Shares, held for the account of Winston Partners in accordance with their
ownership interests in CFM.
(e) Not applicable.
Each of SFM LLC and Mr. Druckenmiller expressly disclaims beneficial
ownership of any Shares not held directly for the accounts of the SFM Clients.
Mr. Soros expressly disclaims beneficial ownership of any Shares not held
directly for his personal account, the accounts of the SFM Clients and OSI. Each
of QIP, QIHMI and QIH Management expressly disclaims beneficial ownership of any
Shares not held directly for the account of QIP. Winston Partners expressly
disclaims beneficial ownership of any Shares not held directly for its account.
CFM expressly disclaims beneficial ownership of any Shares not held directly for
its account or the account of Winston Partners. Dr. Chatterjee expressly
disclaims beneficial ownership of any Shares not held directly for his account
and the accounts of QIP, Winston and CFM. The inclusion of the Shares held for
the account of OSI shall not be deemed an admission that Mr. Soros has or may be
deemed to have beneficial ownership of such Shares.
<PAGE>
Page 14 of 18
Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Date: November 14, 1997 QUANTUM INDUSTRIAL PARTNERS LDC
By: /S/ MICHAEL C. NEUS
----------------------------------
Michael C. Neus
Attorney-in-Fact
QIH MANAGEMENT INVESTOR, L.P.
By: QIH Management, Inc.,
its General Partner
By: /S/ MICHAEL C. NEUS
-----------------------------
Michael C. Neus
Vice President
QIH MANAGEMENT, INC.
By: /S/ MICHAEL C. NEUS
----------------------------------
Michael C. Neus
Vice President
SOROS FUND MANAGEMENT LLC
By: /S/ MICHAEL C. NEUS
----------------------------------
Michael C. Neus
Assistant General Counsel
<PAGE>
Page 15 of 18 Pages
GEORGE SOROS
By: /S/ MICHAEL C. NEUS
----------------------------------
Michael C. Neus
Attorney-in-Fact
STANLEY F. DRUCKENMILLER
By: /S/ MICHAEL C. NEUS
----------------------------------
Michael C. Neus
Attorney-in-Fact
WINSTON PARTNERS, L.P.
By: Chatterjee Fund Management, L.P.,
its General Partner
By: Purnendu Chatterjee,
its General Partner
By: /S/ PETER HURWITZ
------------------------
Peter Hurwitz
Attorney-in-Fact
CHATTERJEE FUND MANAGEMENT, L.P.
By: Purnendu Chatterjee,
its General Partner
By: /S/ PETER HURWITZ
-----------------------------
Peter Hurwitz
Attorney-in-Fact
PURNENDU CHATTERJEE
By: /S/ PETER HURWITZ
----------------------------------
Peter Hurwitz
Attorney-in-Fact
<PAGE>
Page 16 of 18 Pages
ANNEX A
Directors and Officers of Quantum Industrial Partners LDC
Name/Title/Citizenship Principal Occupation Business Address
- ---------------------- -------------------- ----------------
Curacao Corporation Managing Director of Kaya Flamboyan 9
Company N.V. Netherlands Antilles Willemstad
Managing Director corporations Curacao,
(Netherlands Antilles) Netherlands Antilles
Inter Caribbean Services Limited Administrative services Citco Building
Secretary Wickhams Cay
(British Virgin Islands) Road Town
Tortola
British Virgin
Islands
Directors and Officers of QIH Management, Inc.
Name/Title/Citizenship Principal Occupation Business Address
- ---------------------- -------------------- ----------------
Gary Gladstein Managing Director of 888 Seventh Avenue
Director and President SFM LLC 33rd Floor
(United States) New York, NY 10106
Sean C. Warren Managing Director of 888 Seventh Avenue
Director, Vice President SFM LLC 33rd Floor
and Secretary New York, NY 10106
(United States)
Peter Streinger Chief Financial Officer 888 Seventh Avenue
Treasurer of SFM LLC 33rd Floor
(United States) New York, NY 10106
Michael C. Neus Assistant General Counsel888 Seventh Avenue
Vice President and of SFM LLC 33rd Floor
Assistant Secretary New York, NY 10106
(United States)
To the best of the Reporting Persons' knowledge:
(a) None of the above persons holds any Shares.
(b) None of the above persons has any contracts, arrangements,
understandings or relationships with respect to the Shares.
<PAGE>
Page 17 of 18 Pages
ANNEX B
The following is a list of all of the persons (other than Stanley
Druckenmiller) who serve as Managing Directors of SFM LLC:
Scott K. H. Bessent
Walter Burlock
Brian J. Corvese
Jeffrey L. Feinberg
Arminio Fraga
David Gerstenhaber
Gary Gladstein
Ron Hiram
Robert K. Jermain
David N. Kowitz
Alexander C. McAree
Paul McNulty
Gabriel S. Nechamkin
Steven Okin
Dale Precoda
Lief D. Rosenblatt
Mark D. Sonnino
Filiberto H. Verticelli
Sean C. Warren
John Zwaanstra
Each of the above-listed persons is a United States citizen whose principal
occupation is serving as Managing Director of SFM LLC, and each has a business
address c/o Soros Fund Management LLC, 888 Seventh Avenue, 33rd Floor, New York,
New York 10106.
To the best of the Reporting Persons' knowledge:
(a) None of the above persons holds any Shares.
(b) None of the above persons has any contracts, arrangements,
understandings or relationships with respect to the Shares.
<PAGE>
<TABLE>
<CAPTION>
Page 18 of 18 Pages
ANNEX C
RECENT TRANSACTIONS IN THE COMMON STOCK OF
THE PERKIN-ELMER CORPORATION
Date of Nature of Number of Price Per
For the Account of Transaction Transaction Shares Share
- ------------------ ----------- ----------- --------- ---------
<S> <C> <C> <C> <C>
QIP\1\ 10/30/97 BUY 3,500 60.995
10/31/97 BUY 150,000 62.150
11/3/97 BUY 17,300 65.247
11/3/97 BUY 31,300 64.639
11/4/97 BUY 9,300 65.948
11/7/97 BUY 46,200 65.421
11/10/97 BUY 71,700 65.729
11/11/97 BUY 49,600 65.637
11/12/97 BUY 14,800 65.648
Mr. Soros 10/30/97 BUY 1,100 60.995
10/31/97 BUY 50,000 62.150
11/3/97 BUY 5,700 65.247
11/3/97 BUY 10,400 64.639
11/4/97 BUY 3,100 65.948
11/7/97 BUY 15,400 65.421
11/10/97 BUY 23,900 65.729
11/11/97 BUY 16,500 65.637
11/12/97 BUY 5,200 65.648
- --------
\1\ Transactions effected at the direction of SFM LLC.
</TABLE>
