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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 3
TO
SCHEDULE 14D-1
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
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SPRECKELS INDUSTRIES, INC.
(NAME OF SUBJECT COMPANY)
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L ACQUISITION CORPORATION
A WHOLLY OWNED SUBSIDIARY OF
COLUMBUS MCKINNON CORPORATION
(BIDDERS)
CLASS A COMMON STOCK, PAR VALUE $0.01 PER CUSIP NO. 849416201
SHARE
(INCLUDING THE ASSOCIATED COMMON STOCK
PURCHASE RIGHTS)
WARRANTS TO PURCHASE SHARES OF CLASS A
COMMON STOCK
($9.17 EXERCISE PRICE PER WARRANT)
WARRANTS TO PURCHASE SHARES OF CLASS A
COMMON STOCK
($11.67 EXERCISE PRICE PER WARRANT)
WARRANTS TO PURCHASE SHARES OF CLASS A
COMMON STOCK
($15.00 EXERCISE PRICE PER WARRANT)
WARRANTS TO PURCHASE SHARES OF CLASS A
COMMON STOCK
($1.00 EXERCISE PRICE PER WARRANT)
(TITLE OF CLASS OF SECURITIES) (CUSIP NUMBER OF CLASS
OF SECURITIES)
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ROBERT L. MONTGOMERY, JR.
COLUMBUS MCKINNON CORPORATION
140 JOHN JAMES AUDUBON PARKWAY
AMHERST, NEW YORK 14228
(716) 689-5400
(NAMES, ADDRESSES AND TELEPHONE NUMBERS OF PERSONS AUTHORIZED
TO RECEIVE NOTICES AND COMMUNICATIONS ON BEHALF OF BIDDERS)
WITH COPIES TO:
FREDERICK G. ATTEA, ESQ. MORTON A. PIERCE, ESQ.
PHILLIPS, LYTLE, HITCHCOCK, DEWEY BALLANTINE
BLAINE & HUBER 1301 AVENUE OF THE AMERICAS
3400 MARINE MIDLAND CENTER NEW YORK, NEW YORK 10019
BUFFALO, NEW YORK 14203 (212) 259-8000
(716) 847-7010
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This Amendment No. 3 (the "Amendment") to the Tender Offer Statement on
Schedule 14D-1 (the "Schedule 14D-1") filed with the Securities and Exchange
Commission on August 30, 1996, as amended on September 18, 1996 and September
27, 1996, relates to the offer by L Acquisition Corporation, a Delaware
corporation and a wholly owned subsidiary of Columbus McKinnon Corporation, a
New York corporation ("Parent"), to purchase (i) all outstanding shares of
Class A Common Stock, par value $0.01 per share (the "Shares"), of Spreckels
Industries, Inc. (doing business as Yale International, Inc.), a Delaware
corporation (the "Company"), including the associated common stock purchase
rights (the "Rights") issued pursuant to the Rights Agreement, dated as of
November 11, 1995, between the Company and ChaseMellon Shareholder Services,
L.L.C. (successor to Chemical Mellon Shareholder Services, L.L.C.), as Rights
Agent, as amended, at a purchase price of $24.00 per Share (and the associated
Right) and (ii) all outstanding warrants of the Company to purchase Shares
(the "Warrants"), at a price equal to the difference between the Offer price
for the Shares and the exercise price for each of the Warrants, in each case
net to the seller in cash, without interest thereon, upon the terms and
subject to the conditions set forth in the Offer to Purchase dated August 30,
1996 and in the related Letter of Transmittal (which, as amended from time to
time, together constitute the "Offer"). The item numbers and responses thereto
below are in accordance with the requirements of Schedule 14D-1.
ITEM 10. ADDITIONAL INFORMATION.
Item 10 of the Schedule 14D-1 is hereby amended by incorporating therein by
reference the information contained in Section 2 of Exhibit (a) (1) hereto,
entitled "Acceptance for Payment and Payment," with such amendment thereto as
hereinafter described.
The first two sentences of the first paragraph of Section 2 of Exhibit
(a)(1) hereto are hereby amended to read as follows:
Upon the terms and subject to the conditions of the Offer set forth in
Section 14 (including, if the Offer is extended or amended, the terms
and conditions of any such extension or amendment), the Purchaser will
accept for payment and pay for all Shares and Warrants validly
tendered and not withdrawn on or prior to the Expiration Date as soon
as legally permissible after the later to occur of (a) the Expiration
Date and (b) the satisfaction or waiver of the conditions related to
the regulatory approvals referred to in subclause (g) of Section 14.
Any determination concerning the satisfaction of such terms and
conditions of the Offer will be within the sole discretion of the
Purchaser. See Section 14.
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SIGNATURE
After due inquiry and to the best of its knowledge, and belief, each of the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: October 4, 1996
L ACQUISITION CORPORATION
/s/ Robert L. Montgomery, Jr.
By __________________________________
Name: Robert L. Montgomery, Jr.
Title: Vice President and
Treasurer
COLUMBUS McKINNON CORPORATION
/s/ Robert L. Montgomery, Jr.
By __________________________________
Name: Robert L. Montgomery, Jr.
Title: Executive Vice President
and Chief Financial Officer
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