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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 5
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. 5 (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, September 27,
1996, October 4, 1996 and October 9, 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.
(f) The waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976, as amended, applicable to the Offer expired on Saturday,
October 12, 1996.
In addition, on October 14, 1996, Parent issued a press release which
announced the expiration of the waiting period. The press release issued by
Parent on October 14, 1996 is filed as Exhibit (a)(12) and is incorporated
by reference herein.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(12) Form of press release issued by Parent on October 14, 1996.
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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 14, 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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EXHIBIT (a)(12)
COLUMBUS MCKINNON CORPORATION ANNOUNCES
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COMPLIANCE WITH FEDERAL TRADE COMMISSION
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INFORMATION REQUEST IN CONNECTION WITH
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TENDER OFFER FOR YALE INTERNATIONAL, INC.
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FOR IMMEDIATE RELEASE
OCTOBER 14, 1996
AMHERST, NY -- Columbus McKinnon Corporation (Nasdaq: CMCO) today announced that
in connection with its cash tender offer for the acquisition of Spreckels
Industries, Inc. (doing business as Yale International, Inc.) (Nasdaq: YALE)
Columbus McKinnon Corporation had, on October 2, 1996, complied with the request
for additional information from the Federal Trade Commission. Accordingly, the
Hart-Scott-Rodino ten-day waiting period expired on October 12, 1996. As a
result, there are no further anti-trust regulatory requirements that must be
complied with in connection wit the consummation of its tender offer. The offer
is now scheduled to expire at 12:00 midnight, New York City time on October 16,
1996, unless further extended by Columbus McKinnon Corporation.
Columbus McKinnon Corporation designs, manufactures and sells a broad
range of material handling, lifting and positioning products which are sold in
the domestic and international markets. Its products are sold through
distributors to end-users for numerous applications in the general
manufacturing, crane building, mining, construction, transportation,
entertainment, power generation, waste management, agriculture, marine, medical
and other markets, and to hardware and farm equipment distributors, mass
merchandisers and rental outlets for consumer use.
Columbus McKinnon Corporation Stock trades on the Nasdaq National Market
System under the symbol, "CMCO."
CONTACT: Robert L. Montgomery, Jr. Executive Vice President and Chief
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Financial Officer of Columbus McKinnon Corporation, (716) 689-5400.
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