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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________
Schedule 14D-9
(Amendment No. 6)
SOLICITATION/RECOMMENDATION STATEMENT
PURSUANT TO SECTION 14(d)(4) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Scotsman Industries, Inc.
(Name of Subject Company)
Scotsman Industries, Inc.
(Name of Person(s) Filing Statement)
_______________________
Common Stock, Par Value $.10 Per Share
(Title of Class of Securities)
809340 10 2
_______________________
(CUSIP Number of Class of Securities)
_______________________
Donald D. Holmes
Vice President-Finance
820 Forest Edge Drive
Vernon Hills, Illinois 60061
(847) 215-4500
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications on Behalf of the Person(s) Filing Statement)
Copies to:
Thomas A. Cole
Steven Sutherland
Sidley & Austin
One First National Plaza
Chicago, Illinois 60603
(312) 853-7000
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The Solicitation/Recommendation Statement on Schedule 14D-9 originally
filed on July 9, 1999, as amended on July 15, 1999, July 16, 1999, July 20,
1999, July 23, 1999 and July 27, 1999 (as amended, the "Schedule 14D-9"), by
Scotsman Industries, Inc., a Delaware corporation (the "Company"), related to
an offer by Berisford Acquisition Corporation (the "Offeror"), a Delaware
corporation and a wholly owned subsidiary of Welbilt Corporation, a Delaware
corporation ("Parent"), which is indirectly wholly owned by Berisford plc, a
public limited company organized under the laws of England and Wales
("Berisford"), to purchase all outstanding shares of common stock, par value
$0.10 per share ("Shares"), of the Company, is hereby amended. All
capitalized terms used herein but not defined herein have the respective
meanings set forth in the Schedule 14D-9.
Item 3. Identity and Background.
The response to Item 3 is hereby amended by adding the following after
the final paragraph of Section (b)(2), Certain Background Information, of
Item 3 of the Schedule 14D-9:
On August 2, 1999, the Company entered into a confidentiality and
standstill agreement with the Second Company and it is anticipated that the
Second Company will commence due diligence promptly. The First Company and
the Second Company have confirmed that they are acting jointly with respect
to a proposal to acquire the Company. There can be no assurance that either
the First Company or the Second Company or both acting jointly will make any
proposal or that, if made, any such proposal would be deemed superior to the
Offer and the Merger.
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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.
SCOTSMAN INDUSTRIES, INC.
By: /s/ Richard C. Osborne
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Name: Richard C. Osborne
Title: Chairman of the Board, President
and Chief Executive Officer
Dated: August 2, 1999
