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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-9
(AMENDMENT NO. 9)
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)
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COMMON STOCK, PAR VALUE $.10 PER SHARE
(Title of Class of Securities)
809340 10 2
(CUSIP Number of Class of Securities)
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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, July 27, 1999, August 3, 1999, August 9, 1999 and August 11,
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 2. TENDER OFFER OF THE BIDDER
On August 16, 1999, the Offeror consummated the Offer by accepting for
payment 9,867,863 Shares. Such Shares accepted for payment constituted all of
the Shares that were validly tendered and not withdrawn prior to the
expiration of the Offer at 12:00 midnight New York City time on August 13,
1999. At the close of business on August 16, 1999, the Offeror owned more
than ninety percent of the then outstanding Shares.
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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 17, 1999
