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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 14D-9
(AMENDMENT NO. 1)
SOLICITATION/RECOMMENDATION STATEMENT
PURSUANT TO SECTION 14(D)(4)
OF THE SECURITIES EXCHANGE ACT OF 1934
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SPRECKELS INDUSTRIES, INC.
(NAME OF SUBJECT COMPANY)
SPRECKELS INDUSTRIES, INC.
(NAME OF PERSON(S) FILING STATEMENT)
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<S> <C>
Class A Common Stock, Par Value $0.01 Per Share
(Including the Associated 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)
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849416201
(CUSIP NUMBER OF CLASS OF SECURITIES)
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DONALD C. ROOF
SPRECKELS INDUSTRIES, INC.
D/B/A YALE INTERNATIONAL, INC.
ONE MORROCROFT CENTRE
6805 MORRISON BLVD., SUITE 450
CHARLOTTE, NORTH CAROLINA 28211
(704) 367-4220
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICE AND COMMUNICATIONS ON
BEHALF OF THE PERSON(S) FILING STATEMENT)
Copy to:
PHILIP T. RUEGGER III, ESQ.
SIMPSON THACHER & BARTLETT
425 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
(212) 455-2000
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This Amendment No. 1 (this "Amendment") amends and supplements the
Solicitation/Recommendation Statement on Schedule 14D-9 (the "Schedule 14D-9")
of Spreckels Industries, Inc. (doing business as Yale International, Inc.), a
Delaware corporation (the "Company"), with respect to the tender offer disclosed
in a Tender Offer Statement on Schedule 14D-1 dated August 30, 1996, as amended
(the "Schedule 14D-1"), by L Acquisition Corporation, a Delaware corporation
("Purchaser") 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 "Common Stock"), including the
associated Common Stock purchase rights, of the Company and (ii) all outstanding
warrants to purchase shares of Common Stock issued by the Company (the
"Warrants"). Capitalized terms used herein but not defined herein have the
meanings assigned to such terms in the Schedule 14D-9.
ITEM 8. ADDITIONAL INFORMATION TO BE FURNISHED.
Item 8 of the Schedule 14D-9 is hereby amended and supplemented by adding
thereto the following:
On September 13, 1996, the Company issued a press release, the full text of
which is set forth in Exhibit 7(c) and incorporated herein by reference.
ITEM 9. MATERIAL TO BE FILED AS EXHIBITS.
Item 9 of the Schedule 14D-9 is hereby amended and supplemented by adding
thereto the following:
Exhibit 7(c) Press Release issued by the Company on September 13, 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.
Spreckels Industries, Inc.
By: /s/ Gary L. Tessitore
. . . . . . . . . . . . . . . . . . . .
Gary L. Tessitore
President and Chief Executive Officer
Dated: September 16, 1996
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EXHIBIT INDEX
EXHIBIT PAGE
NO. DESCRIPTION NO.
- ------- ----------- ----
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7(c) Press release issued by the Company on September 13, 1996 . . . . . . . . . .
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EXHIBIT 7(c)
FOR: YALE INTERNATIONAL, INC.
APPROVED BY: Donald C. Roof
Senior Vice President
Chief Financial Officer
(704) 367-4220
For Immediate Release
FTC REQUESTS ADDITIONAL INFORMATION ON
YALE/COLUMBUS MCKINNON TENDER OFFER
CHARLOTTE, NC (September 13, 1996) - Yale International, Inc. (Nasdaq: YALE)
today announced that it had received a request for additional information from
the Federal Trade Commission with respect to Columbus McKinnon's $24 per share
cash tender offer which was commenced on August 30, 1996.
Yale International, Inc. manufactures and distributes a diversified line of
material handling and industrial component products, including chain and wire
rope hoists, actuators, scissor-lifts and rotating unions. Principal brand names
are Yale, Duff-Norton, Coffing, Little Mule and American Lifts. The Company
operates under the name Yale International, although its legal identity will
remain Spreckels Industries, Inc. until shareholder approval is received at the
next annual shareholders' meeting.
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