PEAK TECHNOLOGIES GROUP INC
SC 14D1/A, 1997-05-28
COMPUTERS & PERIPHERAL EQUIPMENT & SOFTWARE
Previous: BHC FINANCIAL INC, SC 13D, 1997-05-28
Next: BED BATH & BEYOND INC, 10-K, 1997-05-28






===============================================================================
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549
                                ----------------


                                 SCHEDULE 14D-1

               TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

                                (Amendment No. 3)
                                ----------------


                        THE PEAK TECHNOLOGIES GROUP, INC.

                            (Name of Subject Company)

                           KIRKWOOD ACQUISITION CORP.
                     an indirect wholly owned subsidiary of

                            MOORE CORPORATION LIMITED

                                    (Bidder)


                     COMMON STOCK, PAR VALUE $.01 PER SHARE
                    INCLUDING THE ASSOCIATED PREFERRED STOCK
                                 PURCHASE RIGHTS

                         (Title of Class of Securities)


                                   0007046831

                      (CUSIP Number of Class of Securities)


                              Joseph M. Duane, Esq.
                           Kirkwood Acquisition Corp.
                               275 N. Field Drive
                           Lake Forest, Illinois 60045
                                 (847) 615-6000

          (Name, Address and Telephone Number of Persons Authorized to
             Receive Notices and Communications on Behalf of Bidder)

                               -------------------

                                    Copy To:

                            Dennis J. Friedman, Esq.
                               David M. Wilf, Esq.
                             Chadbourne & Parke LLP
                              30 Rockefeller Plaza
                               New York, NY 10112
                                 (212) 408-5100

===============================================================================
 
<PAGE>

         Moore Corporation  Limited and Kirkwood  Acquisition Corp. hereby amend
and supplement their Tender Offer Statement (the "Statement") on Schedule 14D-1,
originally  filed on April 29, 1997, as amended,  with respect to their offer to
purchase all  outstanding  shares of Common Stock,  par value $.01 per share, of
The Peak Technologies  Group,  Inc., a Delaware  corporation  (together with the
associated preferred stock purchase rights).

         Item 6.      Interest in Securities of the Subject Company

         On May 28,  1997,  Moore  issued  a press  release,  a copy of which is
attached hereto as Exhibit (a)(12) and is incorporated herein by reference.


         Item 10.     Additional Information

         On May 28,  1997,  Moore  issued  a press  release,  a copy of which is
attached hereto as Exhibit (a)(12) and is incorporated herein by reference.

         Item 11.     Material to be Filed as Exhibits.

             (a)(12) Press Release issued by Moore on May 28, 1997.

<PAGE>

                                    SIGNATURE

         After due 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.

Dated:  May 28, 1997


                                    MOORE CORPORATION LIMITED

                                    By:      /s/ JOSEPH M. DUANE, ESQ.
                                            --------------------------------
                                    Name:    Joseph M. Duane, Esq.
                                    Title:   Vice President, Corporate 
                                             Development and General Counsel


                                    By:      /s/ STEPHEN A. HOLINSKI
                                            --------------------------------
                                    Name:    Stephen A. Holinski
                                    Title:   Senior Vice President and
                                             Chief Financial Officer


                                    KIRKWOOD ACQUISITION CORP.

                                    By:      /s/ JOSEPH M. DUANE, ESQ.
                                            --------------------------------
                                    Name:    Joseph M. Duane, Esq.
                                    Title:   Director and President

<PAGE>

                                  EXHIBIT INDEX

   (a)(12)    Press Release issued by Moore on May 28, 1997.



<PAGE>

                                                           Exhibit (a)(12)
                            
                               MOORE NEWS RELEASE

                                                  Moore Corporation Limited
                                                  1 First Canadian Place
                                                  Toronto, Ontario
          Michael Barrett                         Canada M5X 1G5
          Corporate Communications                Phone:   (416) 364-2600
          (416) 360-4774                          Fax:     (416) 360-4767



                      MOORE ANNOUNCES THE COMPLETION OF ITS
                      PEAK TECHNOLOGIES GROUP TENDER OFFER



         Toronto,  ONT -- May 28, 1997 -- Moore  Corporation  Limited  announced
today that it  successfully  completed its tender offer to acquire the shares of
The Peak  Technologies  Group,  Inc.  at $18.00  per  share.  8,969,225  shares,
representing  96.5% of all outstanding  Peak shares were tendered,  and all such
shares were accepted for payment by Moore's  indirect  wholly owned  subsidiary,
Kirkwood Acquisition Corp.,  following completion of the tender offer on May 27,
1997.  Any Peak  shares not  purchased  in the tender  offer will be acquired by
Moore in a "short form" merger, which is expected to be completed promptly.



                                       ###



         Moore  Corporation  Limited  (TSE,ME,NYSE:  MCL) is the leading  global
partner helping companies communicate through print and digital technologies. As
the  leading  supplier  of  document  formatted   information,   Moore  designs,
manufactures  and  delivers  business  communications  products,   services  and
solutions  to  customers.  Founded  in  1882,  Moore  has  approximately  19,000
employees  and  over  100  manufacturing  facilities  serving  customers  in  47
countries.  Sales in 1996 were US $2.5 billion.  The Moore  internet  address is
http://www.moore.com.




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission