SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934 (Amendment No. 1)
Larizza Industries, Inc.
(Name of Issuer)
Common Stock, no par value
(Title of Class of Securities)
517235 10 7
(CUSIP Number)
Elizabeth R. Philipp
Executive Vice President - Law
Collins & Aikman Products Co.
210 Madison Avenue
New York, NY 10016
212 578-1336
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communication)
January 3, 1996
(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 [ ].
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of less than five percent of
such class. See Rule 13d-7.)
Index of Exhibits appears on Page 4
1.
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Collins & Aikman Products Co. hereby amends and supplements its
Statement on Schedule 13D originally filed on October 6, 1995 (the "Original
13D"). Unless otherwise indicated, each capitalized term used but not defined
herein shall have the meaning assigned to such term in the Original Schedule
13D.
Item 4. Purpose of Transaction
The response to this Item is amended to add the following:
On January 3, 1996 (the "Closing Date"), the Merger was consummated and
the Company became a wholly owned subsidiary of the Reporting Person. On the
Closing Date, Merger Sub was merged into the Company and Merger Sub's common
stock was converted into 1000 shares of the Company's Common Stock, all of which
are owned by the Reporting Person. In connection therewith, the Option was
terminated unexercised. The Company's Common Stock has been delisted from the
American Stock Exchange and application to terminate registration of the
Company's Common Stock under the Securities Exchange Act of 1934 has been made.
The information contained in the Press Release dated January 3, 1996, a
copy of which is attached hereto as Exhibit 4, is incorporated herein by
reference.
Item 5. Interest in Securities of the Issuer.
The response to this Item is amended to add the following:
On the Closing Date, the Merger was consummated and the Company became
a wholly owned subsidiary of the Reporting Person. On the Closing Date, Merger
Sub was merged into the Company and Merger Sub's common stock was converted into
1000 shares of the Company's Common Stock, all of which are owned by the
Reporting Person. In connection therewith, the Option was terminated
unexercised. The Company's Common Stock has been delisted from the American
Stock Exchange and application to terminate registration of the Company's Common
Stock under the Securities Exchange Act of 1934 has been made.
The information contained in the Press Release dated January 3, 1996, a
copy of which is attached hereto as Exhibit 4, is incorporated herein by
reference.
Item 7. Material to be Filed as Exhibits.
Item 7 is hereby amended by the addition of the following Exhibit
thereto:
Exhibit 4 Press Release dated January 3, 1996
2.
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SIGNATURE
After reasonable 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.
Date: January 11, 1996
Signature: /s/ Thomas E. Hannah
Name/Title: Thomas E. Hannah/Chief Executive Officer
3.
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EXHIBIT INDEX
Exhibit Description
4 Press Release dated January 3, 1996.
4.
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NEWS RELEASE
Contact: Steven R. Bower
Collins & Aikman Corporation
(704) 548-2382
COLLINS & AIKMAN COMPLETES ACQUISITION OF MANCHESTER PLASTICS
Charlotte, North Carolina -- January 3, 1996, -- Collins & Aikman
Corporation (NYSE:CKC) announced today that it has completed the acquisition of
Larizza Industries, Inc., whose sole operating unit is Manchester Plastics, for
a purchase price of approximately $144 million. In addition, approximately $40
million of Larizza debt was extinguished. The acquisition and related fees and
expenses have been financed with a $197 million credit facility arranged by
Chemical Bank.
Mr. Thomas E. Hannah, Chief Executive Officer of Collins & Aikman,
commented, "The acquisition of Manchester advances Collins & Aikman's automotive
growth strategy by adding a broad range of molded plastic components to our
existing market leading automotive interior lines. A strong book of future
business is currently expected to increase Manchester's sales per North America
build from $12 presently to nearly $20 per vehicle by the end of the decade."
Mr. Hannah added, "The Manchester acquisition also complements the other
dimension of our automotive growth strategy which is to develop European
production capabilities for both existing and new product lines."
Manchester Plastics, a maker of automotive door panels, headrests,
floor console systems and instrument panel components, is the sole operating
unit of Larizza Industries,
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Inc., which has been renamed Manchester Plastics, Inc. Manchester is a leading
designer and manufacturer of high quality plastics-based components and systems
used in the interior of automobiles, light trucks, sport utility vehicles and
minivans. It serves the North American automakers from eight manufacturing
plants in the United States and Canada. Edward W. Wells will continue as
president of Manchester Plastics and will report to Mr. Hannah.
Collins & Aikman Corporation is a leader in each of its three business
segments. In Automotive Products, it is the largest supplier of interior textile
trim products to the North American auto industry. In Interior Furnishings, it
is the largest manufacturer of residential upholstery fabrics and a leading
manufacturer of specified contract carpet products. In Wallcoverings, it is the
largest producer of residential wallpaper in the United States. Within these
three segments, the Company holds a number one or a number two position in each
of its eight major product lines, which together approximate more than 80% of
its total net sales.
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