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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE TO
Tender Offer Statement under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934
Amendment No. 4
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SUMMIT AUTONOMOUS INC.
(formerly known as Summit Technology, Inc.)
(Name of Subject Company (Issuer))
ALCON ACQUISITION CORP.
ALCON HOLDINGS INC.
(Names of Filing Persons (Offerors))
Common Stock, Par Value $0.01 Per Share
(including the associated Series A Preferred Stock Purchase Rights)
(Title of Class of Securities)
86627E 10 1
(CUSIP Number of Class of Securities)
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Elaine E. Whitbeck, Esq.
ALCON HOLDINGS INC.
6201 South Freeway
Fort Worth, Texas 76134-2099
(817) 551-8693
(Name, Address and Telephone Number of Persons Authorized to
Receive Notices and Communications on Behalf of Filing Persons)
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Copy to:
Alan C. Stephenson, Esq.
Cravath, Swaine & Moore
Worldwide Plaza
825 Eighth Avenue
New York, New York 10019
(212) 474-1000
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July 7, 2000
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[ ] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
[X] third-party tender offer subject to [ ] issuer tender-offer subject to
Rule 14d-1. Rule 13e-4.
[ ] going private transaction subject to [ ] amendment to Schedule 13D under
Rule 13e-3. Rule 13d-2.
Check the following box if the filing is a final amendment reporting the
results of the tender offer: [X]
<PAGE>
Alcon Acquisition Corp., a Massachusetts corporation (the
"Purchaser"), and Alcon Holdings Inc., a Delaware corporation ("Parent"),
hereby amend and supplement their Tender Offer Statement on Schedule TO (the
"Statement"), originally filed on June 5, 2000, with respect to the
Purchaser's offer to purchase all the outstanding shares of Common Stock, par
value $0.01 per share, of Summit Autonomous Inc., a Massachusetts corporation
(the "Company"), together with the associated rights to purchase Series A
Preferred Stock, par value $0.01 per share, issued pursuant to the Rights
Agreement dated as of March 28, 2000 between the Company and Fleet National
Bank. Capitalized terms used and not otherwise defined herein have the
meanings assigned thereto in the Statement.
Item 8. Interest in Securities of the Subject Company.
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On July 7, 2000, the Purchaser was informed by the Depositary that a
total of 41,944,555 Shares, representing approximately 89.2% of the
outstanding Shares, had been validly tendered pursuant to the Offer and not
withdrawn. The Purchaser has accepted all of these Shares for payment.
<PAGE>
SIGNATURES
After due 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.
ALCON ACQUISITION CORP.
by /s/ Elaine E. Whitbeck
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Name: Elaine E. Whitbeck
Title: President
ALCON HOLDINGS INC.,
by /s/ Timothy R.G. Sear
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Name: Timothy R.G. Sear
Title: Chairman of the Board,
Chief Executive Officer
and President
Date: July 7, 2000
