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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)*
IMPCO Technologies, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
45255W106
(CUSIP Number)
Meredith M. Brown, Esq.
Debevoise & Plimpton
875 Third Avenue
New York, NY 10022
(212) 909-6000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
September 21, 1999
(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7(b) 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
disclosures 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 purposes 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).
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CUSIP No. 45255W106 13D Page 2 of 2 Pages
AMENDMENT NO. 10 TO
STATEMENT ON SCHEDULE 13D FILED BY
BERU AKTIENGESELLSCHAFT
This Amendment No. 10 to the Schedule 13D, dated May 20, 1998, as
amended by Amendment No. 1 thereto, dated July 16, 1998, Amendment No. 2, dated
September 3, 1998, Amendment No. 3, dated October 5, 1998, Amendment No. 4,
dated December 15, 1998, Amendment No. 5, dated December 23, 1998, Amendment No.
6, dated February 1, 1999, Amendment No. 7, dated June 24, 1999, Amendment No.
8, dated August 12, 1999 and Amendment No. 9, dated September 7, 1999 (as so
amended, the "Schedule 13D"), previously filed by BERU Aktiengesellschaft
("BERU"), relates to BERU's beneficial ownership of the common stock, par value
$0.001 per share (the "Common Stock"), of IMPCO Technologies, Inc., a Delaware
corporation (the "Issuer"). Items 4 and 7 are hereby supplemented and amended as
follows:
Item 4. Purpose of Transaction.
On September 21, 1999 BERU sent to the board of directors of the
Issuer a letter, a copy of which is included as an Exhibit to this
Amendment and which is incorporated herein by reference, in which BERU
informed the board of directors of its decision to withdraw its
proposal to purchase the Issuer.
Item 7. Materials to be filed as Exhibits.
Letter dated September 20, 1999 to the board of directors of the
Issuer.
Except as expressly amended and supplemented hereby, the text of the
Schedule 13D remains in effect without any other modification.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement with respect to the
undersigned is true, complete and correct.
Dated: September 21, 1999
BERU AKTIENGESELLSCHAFT
By: /s/ Ulrich Ruetz
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Name: Ulrich Ruetz
Title: Chairman and
Chief Executive Officer
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[Letterhead of BERU Board of Management]
September 20, 1999
from: Urlich Ruetz
to: Board of Directors
Impco Technologies, Inc.
Cerritos Fax-nos.
- Mr. Norman L. Bryan (707) 539-5404
- Mr. Paul Mlotok (323) 969-9679
- Mr. Don J. Simplot (208) 389-7515
- Mr. Robert Stemmler (562) 924-8069
- Mr. Rawley Taplett (509) 663-3805
- Mr. Douglas Toms (360) 786-0868
- Mr. Edward L. Scarff (415) 989-2413
- Mr. Christopher G. Mumford (415) 989-1413
Gentleman:
We are disappointed that the Board, without any discussion with us,
concluded on September 13, that our proposal to acquire IMPCO for $14 per share
in cash, representing approximately 28.7% premium over the closing price on the
last trading day prior to our proposal, is inadequate. We continue to believe
that our proposal is fair given IMPCO's business and its prospects. However, in
light of Board's rejection of the transaction proposed by us on September 7, we
are withdrawing our $14 per share proposal effective immediately.
Sincerely,
BERU Aktiengesellschaft
/s/ Ulrich Ruetz
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Chairman and CEO
