<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ____)*
Optek Technology, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
68381510
(CUSIP Number)
John M. Allen, Jr.
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 2, 1998
(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(3), 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).
(Continued on the following pages)
<PAGE> 2
CUSIP No. 68381510 13D Page 2 of 9 Pages
<TABLE>
- -------------------------------------------------------------------------------------------------------------------
<S> <C>
1 NAME OF REPORTING PERSON BERU Aktiengesellschaft
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON Not applicable
- -------------------------------------------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
- -------------------------------------------------------------------------------------------------------------------
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
Germany
- -------------------------------------------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 540,000
SHARES ----------------------------------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
----------------------------------------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 540,000
WITH ----------------------------------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
- -------------------------------------------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
540,000
- -------------------------------------------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
- -------------------------------------------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.0%
- -------------------------------------------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
CO
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE> 3
CUSIP No. 68381510 13D Page 3 of 9 Pages
Statement on Schedule 13D
Item 1. Security and Issuer.
This statement relates to the Common Stock, par value $0.01
per share (the "Common Stock"), of Optek Technology, Inc., a Delaware
corporation (the "Issuer"), the principal executive offices of which are located
at 1215 West Crosby Road, Carrollton, Texas 75006.
Item 2. Identity and Background.
(a) The name of the entity filing this statement is BERU
Aktiengesellschaft, a corporation entered in the Commercial Register of the
local court in Ludwigsburg, Germany ("BERU").
(b) BERU's business address is Moerikestrasse 155, 71636
Ludwigsburg, Germany.
(c) BERU manufactures and sells glow plugs, and other
electrical, electronic and mechanical components, as well as components of all
kinds and is a leader in the development, production and distribution of
automotive high quality cold-start systems for diesel engines as well as
ignition technology products for petrol engines used in automobiles, commercial
vehicles and other stationary engines.
(d) BERU has not been convicted during the last five years in
a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) BERU has not been during the last five years a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding is or has been subject to any civil judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or finding any
violation in respect to such laws.
<PAGE> 4
CUSIP No. 68381510 13D Page 4 of 9 Pages
Officers and Directors and Controlling Persons of BERU:
Appendix A sets forth the name, principal occupation, business
address and citizenship of each executive officer and director
and controlling person of BERU.
To the best knowledge of BERU, during the last five years none
of the persons listed on Appendix A has been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors) or was a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and
as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding as to any violation with
respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
In a series of private transactions, BERU purchased from
Baden-Wuerttembergische Bank Aktiengesellschaft ("BW Bank") an aggregate of
540,000 shares of the Common Stock of the Issuer for cash consideration
totalling $10,581,385.00, which funds were provided by available cash on hand.
BW Bank had acquired the securities in the open market transactions listed
below, with the understanding that the shares would be for the account of BERU
and would be transferred to BERU in due course upon payment to BW Bank of the
purchase price equal to the price paid by BW Bank to acquire such shares and
related carrying costs:
<TABLE>
<CAPTION>
Date of Purchase Number of Shares Price Per Share
- ---------------- ---------------- ---------------
<S> <C> <C>
June 28, 1998 10,000 $ 18.625
July 2, 1998 60,000 $ 19.25
July 6, 1998 50,000 $ 19.375
July 21, 1998 5,000 $ 19.50
July 22, 1998 65,000 $ 19.50
July 23, 1998 5,000 $ 19.50
July 27, 1998 5,000 $ 19.50
July 28, 1998 65,000 $ 19.50
</TABLE>
<PAGE> 5
CUSIP No. 68381510 13D Page 5 of 9 Pages
<TABLE>
<S> <C> <C>
August 4, 1998 30,000 $ 19.50
August 5, 1998 20,000 $ 19.50
August 5, 1998 15,000 $ 19.50
August 7, 1998 7,500 $ 19.50
August 11, 1998 7,500 $ 19.50
August 21, 1998 5,000 $ 21.50
August 24, 1998 7,500 $ 21.375
August 25, 1998 10,000 $ 20.125
August 26, 1998 7,500 $ 21.375
August 27, 1998 15,000 $20.91675
September 2, 1998 65,000 $ 18.8077
September 3, 1998 55,000 $ 18.9943
September 4, 1998 10,000 $ 19.00
September 9, 1998 5,000 $ 19.00
September 10, 1998 10,000 $ 19.00
September 11, 1998 10,000 $ 19.00
</TABLE>
Also, see Item 5(c) below.
Item 4. Purpose of Transaction.
BERU acquired the Common Stock reported herein for investment
purposes.
(a) BERU may, depending on market conditions, acquire
additional Common Stock of the Issuer, or may sell all or part of its holdings
of Issuer's Common Stock, in the open market or in privately negotiated
transactions.
Except as described herein, BERU has no present plans or
proposals which relate to or would result in any of the events referred to in
paragraphs (b) through (j), inclusive, of Item 4 of Schedule 13D.
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CUSIP No. 68381510 13D Page 6 of 9 Pages
Item 5. Interest in Securities of the Company.
(a) Reference is made to rows (11) and (13) of the cover page.
The calculation of BERU's ownership percentage is based on 7,706,574 shares of
Issuer's Common Stock being outstanding as of May 20, 1998, as reported by
Issuer on Form 10-Q for the fiscal quarter ended May 1, 1998, filed on June 18,
1998.
(b) Reference is made to rows (7) through (10) of the cover
page.
(c) BERU acquired shares of Common Stock of the Issuer from BW
Bank in the following private transactions:
<TABLE>
<CAPTION>
Date of Purchase Number of Shares Price per Share
- ---------------- ---------------- ---------------
<S> <C> <C>
July 6, 1998 10,000 $ 18.625
July 6, 1998 60,000 $ 19.25
July 18, 1998 50,000 $ 19.375
July 24, 1998 75,000 $ 19.50
August 4, 1998 65,000 $ 19.50
August 12, 1998 80,000 $ 19.50
August 31, 1998 45,000 $20.95934
September 2, 1998 65,000 $ 18.8077
September 3, 1998 55,000 $ 18.9943
September 4, 1998 10,000 $ 19.00
September 9, 1998 5,000 $ 19.00
September 10, 1998 10,000 $ 19.00
September 11, 1998 10,000 $ 19.00
</TABLE>
Also, see Item 3 above.
(d) None.
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CUSIP No. 68381510 13D Page 7 of 9 Pages
(e) Not applicable.
Item 6. Contract Arrangements, Understandings or Relationships With
Respect to Securities of the Company .
See Item 3 above.
Item 7. Materials to be Filed as Exhibits.
None.
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CUSIP No. 68381510 13D Page 8 of 9 Pages
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 11, 1998
BERU Aktiengesellschaft
By: /s/ Ulrich Ruetz
----------------------------------
Name: Ulrich Ruetz
Title: Chairman and
Chief Executive Officer
<PAGE> 9
CUSIP No. 68381510 13D Page 9 of 9 Pages
APPENDIX A
EXECUTIVE OFFICERS, DIRECTORS AND CONTROLLING PERSONS OF BERU
The principal business address of each of the persons listed
below is c/o BERU Aktiengesellschaft, Moerikestrasse 155, 71636 Ludwigsburg,
Germany.
All persons listed below are citizens of Germany.
Title Name Occupation
- ----- ---- ----------
Member of Management Ulrich Ruetz Engineer
Board, Chairman and
Chief Executive Officer
Member of Management Bernhard Herzig Engineer
Board
Member Supervisory Wolfram Ruprecht Engineer
Board
Member Supervisory Professor Erich Engineer
Board Killinger
Member Supervisory Dr. Gerhard Wacker Economist
Board
Member Supervisory Winfried Witte Engineer
Board
Member Supervisory Marina Cee Administrative
Board Assistant
Member Supervisory Wolfgang Zorr Electrician
Board
