UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(RULE 13D-101)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
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 02482-7910
781-283-8500
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(Name, address and telephone number of person authorized to receive notices and
communications)
July 28, 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)
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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 11,090,192
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 11,090,192
PERSON WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,090,192
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8%
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 11,090,192
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 11,090,192
PERSON WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,090,192
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8%
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 11,090,192
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 11,090,192
PERSON WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,090,192
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.8%
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. 3 to Schedule 13D ("Amendment No. 3") should be read in
conjunction with the Schedule 13D dated October 29, 1997 ("Schedule 13D"),
Amendment No. 1 dated April 24, 1998 ("Amendment No. 1") and Amendment No. 1
dated May 14, 1998 ("Amendment No. 2") 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. 3 amends the
Schedule 13D, Amendment No. 1 and Amendment No. 2 only with respect to those
items listed below. All capitalized terms not otherwise defined herein shall
have the meanings ascribed thereto on the Schedule 13, Amendment No. 1 or
Amendment No. 2.
This filing of this Amendment No. 3 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:
On May 14, 1998 B III Capital Partners, L.P. (the "Fund") received, as part
of the exchange offer made by the Company of the $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").
Each share of Series I Stock automatically converted into 1,000 shares of
Common Stock (the "Conversion Ratio") effective July 28, 1998, upon the
shareholders approval of the amendment to the Company's Charter that increased
the
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SCHEDULE 13D
CUSIP NO. 896187101 PAGE 6 OF 9 PAGES
number of authorized shares of Common Stock and decrease the number of
authorized shares of preferred stock (the "Charter Amendment"). Therefore, as a
result of the automatic conversion, the Fund may be deemed to beneficially own
6,250,453 Shares.
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.
Because the conversion of the Series H 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.
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 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 11,090,192
Shares, or approximately 11.8% 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:
Exhibit 99 (a) (1) Limited Power of Attorney for Section 16(a) and
Section 13(d) Filings
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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 / Wendy Schnipper Clayton
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Wendy Schnipper Clayton
Attorney-In-Fact*
*Limited Power of Attorney filed with the SEC on October 30, 1998.
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 8 OF 9 PAGES
SCHEDULE A
The name and present principal occupation or employment of each principal
of DDJ Capital Management, LLC and 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 02482-7910. Mr. Breazzano and Ms. Mencher are U. S. citizens.
NAME PRINCIPAL OCCUPATION OR EMPLOYMENT
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,
and DDJ Copernicus, LLC
<PAGE>
SCHEDULE 13D
CUSIP NO. 896187101 PAGE 9 OF 9 PAGES
SCHEDULE B
===========
Trikon Technologies, Inc.
=====================
Set forth below is an itemization of all purchases and sales of Shares of
Common Stock since May 29, 1998. The transactions were made for cash in open
market transactions.
TYPE:
PURCHASE AGGREGATE
DATE OR SALE SHARES PRICE
6/23/98 COVER (SHORT) 35,000 $22,970.50
6/25/98 COVER (SHORT) 25,000 $15,625.00
6/29/98 COVER (SHORT) 30,000 $18,594.00
6/30/98 COVER (SHORT) 30,000 $17,814.00
7/1/98 COVER (SHORT) 15,000 $8,437.50
7/6/98 COVER (SHORT) 10,000 $5,313.00
7/8/98 COVER (SHORT) 15,000 $7,969.50
7/20/98 COVER (SHORT) 15,000 $7,969.50
7/22/98 COVER (SHORT) 15,000 $7,969.50
7/23/98 COVER (SHORT) 73,300 $41,231.25
LIMITED POWER OF ATTORNEY
FOR
SECTION 16(a) AND SECTION 13(d) FILINGS
Know all be these presents, that the undersigned hereby
constitutes and appoints Wendy Schnipper Clayton, the
undersigned's true and lawful attorney-in-fact to:
(1) Execute for and on behalf of the undersigned,
on its own behalf and in the undersigned's
capacity as a Member of DDJ Capital Management,
LLC, DDJ Copernicus, LLC and DDJ Galileo, LLC,
collectively, (the "DDJ Entities"), Forms 3, 4 and
5 and amendments thereto in accordance with
Section 16(a) of the Securities Exchange Act of
1934 (the "Exchange Act") and the rules
thereunder, and Schedule 13D and amendments
thereto in accordance with Section 13(d) of the
Exchange Act and the rules thereunder; and
(2) Do and perform any and all acts for and on
behalf of the undersigned which may be necessary
or desirable to complete and execute any such Form
3, 4 or 5 or amendment thereto, or Schedule 13D or
amendment thereto, and timely file such form or
schedule with the United States Securities and
Exchange Commission (the "SEC") and any stock
exchange or similar authority.
The undersigned hereby grants to such attorney-in-fact
full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary, or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with
full power of substitution or revocation, hereby ratifying
and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully
do or cause to be done by virtue of this Power of Attorney
and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving
in such capacity at the request of the undersigned, is not
assuming any of the undersigned's responsibilities to comply
with Sections 13 or 16 of the Exchange Act.
This Power of Attorney shall remain in full force and
effect until revoked by the undersigned in a signed writing
delivered to the foregoing attorney-in-fact. This Power of
Attorney may be filed with the SEC as a confirming statement
of the authority granted herein.
Page 1 of 2
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this 1st day of
June, 1998.
Print Name Below:
Judy K. Mencher
/s/ Judy K. Mencher
Signature
LIMITED POWER OF ATTORNEY FOR SECTION 16(a) &
SECTION 13(d) FILINGS
Page 2 of 2
