UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(RULE 13D-101)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Trikon Technologies, Inc.
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(Name of Issuer)
Common Stock, No Par Value
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(Title of Class of Securities)
896187101
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(CUSIP Number)
Wendy Schnipper Clayton, Esq.
DDJ Capital Management, LLC
141 Linden Street, Suite 4
Wellesley, MA 02181
781-283-8500
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(Name, address and telephone number of person authorized to receive notices and
communications)
May 14, 1998
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(Date of Event which Requires filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b) (3) or (4), check the following box [ ].
(Continued on following pages)
(Page 1 of 9 Pages)
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 2 OF 9 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DDJ Capital Management, LLC
04-3300754
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
SEE ITEM #5 (a) [ X ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Commonwealth of Massachusetts
NUMBER OF 7 SOLE VOTING POWER
SHARES 4,839,739
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 4,839,739
PERSON WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,839,739
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.7%
14 TYPE OF REPORTING PERSON *
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 3 OF 9 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
B III Capital Partners, L.P.
04-3341099
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
SEE ITEM #5 (a) [ X ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES 4,839,739
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 4,839,739
PERSON WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,839,739
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.7%
14 TYPE OF REPORTING PERSON *
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 4 OF 9 PAGES
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DDJ Capital III, LLC
04-3317544
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
SEE ITEM #5 (a) [ X ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES 4,839,739
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 4,839,739
PERSON WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,839,739
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.7%
14 TYPE OF REPORTING PERSON *
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 5 OF 9 PAGES
ITEM 1. SECURITY AND ISSUER:
This Amendment No. 2 to Schedule 13D ("Amendment No. 2") should be read in
conjunction with the Schedule 13D dated October 29, 1997 ("Schedule 13D") and
Amendment No. 1 dated April 24, 1998 each as filed with the Securities and
Exchange Commission by DDJ Capital Management, LLC, a Massachusetts limited
liability company, and certain affiliates. This Amendment No. 2 amends the
Schedule 13D and Amendment No. 1 only with respect to those items listed below.
All capitalized terms not otherwise defined herein shall have the meanings
ascribed thereto on the Schedule 13D or Amendment No. 1.
This filing of this Amendment No. 2 is not, and should not be deemed to be,
an admission that the Schedule 13D or any Amendment thereto is required to be
filed.
This statement relates to common stock, no par value per share (the
"Shares") of Trikon Technologies, Inc., a California corporation (the
"Company"). The principal executive offices of the Company are located at 9255
Deering Avenue, Chatsworth, California 91311.
ITEM 3. SOURCES AND AMOUNT OF FUNDS OR OTHER
CONSIDERATION:
Item 3 is deleted in its entirety and amended as follows:
B III Capital Partners, L.P. (the "Fund") was entitled to receive, as part
of the exchange offer made by the Company, effective May 14, 1998, $17,535,000
principal amount of the Company's 7 1/8% Convertible Subordinated Notes due 2001
(the "Notes") the following: (i) 4,839,739 Shares; (ii) 609,913 shares of
Series H Preferred Stock (the "Series H Stock") and (iii) 6,250 shares of Series
I Preferred Stock (the "Series I Stock").
Pursuant to the terms of the Series H Stock, each share of Series H Stock
shall automatically convert into 1.4285 Shares if and when the closing price of
the Common Stock is at a price in excess of $7.00 for a period of 30 consecutive
trading days.
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SCHEDULE 13D
CUSIP NO. 896187101 PAGE 6 OF 9 PAGES
Pursuant to the terms of the Series I Stock, each share of Series I Stock shall
automatically convert into 1,000 shares of Common Stock (the "Conversion Ratio")
immediately upon the effectiveness of an amendment to its Charter that would
increase the number of authorized shares of Common Stock and decrease the number
of authorized shares of preferred stock (the "Charter Amendment"). The
Conversion Ratio shall be decreased by one percent for each six-month period
that elapses after the date of the first issuance of the Series I Stock prior to
the approval of the Charter Amendment. Because the conversion of the Series H
Stock and the Series I Stock is automatic, the number of Shares reported herein
does not include the number of Shares that would be received upon the conversion
of the Series H Stock or the Series I Stock.
Other than as set forth on the attached Schedule B or as otherwise set
forth herein, no purchases and/or sales have occurred within the last sixty days
of this filing.
ITEM 4. PURPOSE OF TRANSACTION:
The last paragraph in Item 4 is amended by adding to the last sentence of
the paragraph the following:
In June, 1998, the Company appointed Stephen Wertheimer to its Board of
Directors in accordance with the Management Rights Letter described herein. Mr.
Wertheimer is not affiliated with the Fund.
ITEM 5. INTEREST IN SECURITIES OF ISSUER:
Paragraph (a) in Item 5 is deleted and amended as follows:
(a) The Fund beneficially owns, and DDJ III and DDJ beneficially own as
general partner and investment manager, respectively, of the Fund 4,839,739
Shares, or approximately 9.7% of the outstanding Shares of the Company. Neither
DDJ nor any of the DDJ Affiliates and, to the best knowledge of DDJ and the DDJ
Affiliates, none of the persons named in Schedule A, beneficially own any other
Shares.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS:
None.
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 7 OF 9 PAGES
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.
DDJ CAPITAL MANAGEMENT, LLC
By: /s/ Judy K. Mencher
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Judy K. Mencher
Member
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 8 OF 9 PAGES
SCHEDULE A
The name and present principal occupation or employment of each executive
officer and member of DDJ Capital Management, LLC and each director of the DDJ
Affiliates are set forth below. The business address of each person and the
address of the corporation or organization in which such employment is conducted
is 141 Linden Street, Suite 4, Wellesley, MA 02181. Mr. Harmetz, Mr. Breazzano
and Ms. Mencher are U. S. citizens.
NAME PRINCIPAL OCCUPATION OR EMPLOYMENT
Daniel G. Harmetz Principal of DDJ Capital Management, LLC, DDJ Galileo, LLC
and DDJ Copernicus, LLC
David J. Breazzano Principal of DDJ Capital Management, LLC, DDJ Galileo, LLC
and DDJ Copernicus, LLC
Judy K. Mencher Principal of DDJ Capital Management, LLC, DDJ Galileo, LLC,
DDJ Copernicus, LLC, Vice President of DDJ Overseas
Corporation and Director of Kepler Overseas Corp.
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 9 OF 9 PAGES
SCHEDULE B
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Trikon Technologies, Inc.
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Set forth below is an itemization of all purchases and sales of Shares of
Common Stock since March 16, 1998. The transactions were made for cash in open
market transactions.
TYPE:
PURCHASE AGGREGATE
DATE OR SALE SHARES PRICE
4/3/98 SALE (SHORT) (64,800) $91,092.73
4/3/98 SALE (SHORT) (70,000) $89,765.00
4/6/98 SALE (SHORT) (6,000) $6,569.77
4/6/98 SALE (SHORT) (10,000) $11,249.62
4/16/98 SALE (SHORT) (30,000) $25,973.10
4/16/98 SALE (SHORT) (15,000) $13,124.56
4/17/98 SALE (SHORT) (50,000) $45,313.48
