SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)**
ACX TECHNOLOGIES, INC.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
005123 10 4
(CUSIP Number)
c/o Jill B.W. Sisson, Esq. General Counsel and Secretary
ACX Technologies, Inc.
1600 Table Mountain Parkway
Golden, Colorado 80403
(303) 271-7040
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
See Footnote* Below
(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 [ ].
Check the following box if a fee is being paid with the statement [].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
** This is being filed to update Amendment No. 1.
CUSIP No. 005123 10 4 13D Page 2 of 11 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
William K. Coors
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) XX
3 SEC USE ONLY
4 SOURCE OF FUNDS*
Not Applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E)
/ /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF 7 SOLE VOTING POWER
SHARES 120,847
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 13,050,536
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
13,171,383
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
/ /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
47.2%
14 TYPE OF REPORTING PERSON*
IN
CUSIP No. 005123 10 4 13D Page 3 of 11 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joseph Coors
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) XX/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
Not Applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E)
/ /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF 7 SOLE VOTING POWER
SHARES 3,307
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 12,192,792
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
12,196,099
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
/ /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
44.7%
14 TYPE OF REPORTING PERSON*
IN
CUSIP No. 005123 10 4 13D Page 4 of 11 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Peter H. Coors
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) XX
3 SEC USE ONLY
4 SOURCE OF FUNDS*
Not Applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E)
/ /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF 7 SOLE VOTING POWER
SHARES 12,074
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 13,050,536
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
13,062,610
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
/ /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
46.8%
14 TYPE OF REPORTING PERSON*
IN
CUSIP No. 005123 10 4 13D Page 5 of 11 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joseph Coors, Jr.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) XX
3 SEC USE ONLY
4 SOURCE OF FUNDS*
Not Applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E)
/ /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF 7 SOLE VOTING POWER
SHARES 429,003
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 12,014,728
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
12,443,731
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
/ /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
44.6%
14 TYPE OF REPORTING PERSON*
IN
CUSIP No. 005123 10 4 13D Page 6 of 11 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jeffrey H. Coors
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) XX
3 SEC USE ONLY
4 SOURCE OF FUNDS*
Not Applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E)
/ /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
NUMBER OF 7 SOLE VOTING POWER
SHARES 486,467
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 13,050,536
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING
PERSON
13,573,003
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
/ /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
48.6%
14 TYPE OF REPORTING PERSON*
IN
SCHEDULE 13D
Item 1. Security and Issuer.
The class of equity securities to which this Statement relates is
common stock, $.01 par value per share (the "Common Stock").
The issuer of the Common Stock is ACX Technologies, Inc. (the
"Company"), whose principal executive offices are located at 16000 Table
Mountain Parkway, Golden, Colorado 80403. The company is a holding
company for ceramics, aluminum, packaging, and technology-based
businesses.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This Amendment No. 2 to Schedule 13D is filed on behalf of
each of the following persons, who together may comprise one or more groups
under Section 13(d)(3) of the Securities Exchange Act of 1934 (the "Act") with
respect to Common Stock described in this Schedule: William K. Coors, Joseph
Coors, Peter H. Coors, Joseph Coors, Jr., and Jeffrey H. Coors. The filing
person are making a single joint filing pursuant to Rule 13d-1(f)(2) although
the filing persons do not expressly affirm the existence of any group.
(b) The business address of William K. Coors, Joseph Coors, and
Peter H. Coors is c/o Adolph Coors Company, Golden, Colorado 80401. The
business address of Jeffrey H. Coors, and Joseph Coors, Jr. is c/o ACX
Technologies, Inc., 16000 Table Mountain Parkway, Golden, Colorado 80403.
(c) William K. Coors - Chairman of the Board of the Company, for
principal business and address, see above; Chairman of the Board and
President of Adolph Coors Company, holding company for beer business,
for address, see above.
Joseph Coors - Vice Chairman of the Board of the Company, for principal
business and address, see above; Vice Chairman of the Board of Adolph Coors
Company, holding company for beer businesses, for address, see above.
Peter H. Coors - Vice President, Secretary, and a director of Adolph Coors
Company, for principal business and address, see above; and Chief Executive
Officer of Coors Brewing Company, brewery, Golden, Colorado 80401, a
subsidiary of Adolph Coors Company.
Joseph Coors, Jr. - President (member of the Office of the President) and
a director of the Company, for principal business and address, see Item 1
above.
Jeffrey H. Coors - President (member of the Office of the President) and
a director of the Company, for principal business and address, see item 1
above.
(d) and (e) None of the above named persons have, during the last
five years, (i) been convicted in a criminal proceeding or (ii) been a party
to a civil proceeding and as a result of which was or is subject to a
judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities
laws, or a judgment, decree or final order finding any violations with
respect to such laws.
(f) All of the above named persons are citizens of the United States
of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR
OTHER CONSIDERATION.
Not applicable.
ITEM 4. PURPOSE OF TRANSACTION.
This Amendment No. 2 is being filed because of the re-substitution
of Peter H. Coors for May Coors Tooker as a trustee of one of the family
trustsowning approximately 10.0 % of the Company's outstanding Stock.
May Coors Tooker no longer serves as trustee.
None of the filing persons has any present plan or proposal that
relates to or would result in:
(a) the acquisition by any person of additional securities of the
Company, or the disposition of securities of the Company;
(b) an extraordinary corporate transaction, involving the Company or
any of its subsidiaries;
(c) a sale or transfer of a material amount of assets of the Company
or any of its subsidiaries (although the Board of the Company, of which some
of the filing persons are members, has publicly announced a decision to
dispose of the Company's aluminum subsidiary as disclosed in the Company's
10-Q for the quarter ended March 31, 1996, filed with the Securities and
Exchange Commission on May 3,1996);
(d) any change in the present board of directors of the Company or
management of the Company;
(e) any material change in the present capitalization or dividend
policy of the Company;
(f) any material change in the Company's business or corporate
structure;
(g) any change in the Company's certificate of incorporation or
bylaws, or other action which may impede the acquisition of control of the
Company by any person;
(h) causing a class of securities of the Company to be delisted
from a national securities exchange;
(i) a class of equity securities of the company becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) any action similar to any of the foregoing.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The aggregate number and percentage of Common Stock
beneficially owned by the filing persons as of May 15, 1996, are as follows:
<TABLE>
<CAPTION>
Aggregate
Beneficial Percent
Name Ownership* of Class
<S> <C> <C>
William K. Coors 13,171,383 47.2
Joseph Coors 12,196,099 43.7
Peter H. Coors 13,062,610 46.8
Joseph Coors, Jr. 12,443,731 44.6
Jeffrey H. Coors 13,573,003 48.6
* Includes the right to acquire beneficial ownership within 60
days of 1,333 shares, 1,333 shares, 0 shares, 405,944 shares and 420,236
shares, respectively for each of the filing persons in the order listed.
</TABLE>
(b) The following indicates for each filing person, the number of
shares of Common Stock as to which there is sole power or shared power
(with other co-trustees) to vote or dispose of such shares:
<TABLE>
<CAPTION>
Name Sole Power Shared Power*
<S> <C> <C>
William K. Coors 120,847 13,050,536
Joseph Coors 3,307 12,192,792
Peter H. Coors 12,074 13,050,536
Joseph Coors, Jr. 429,003 12,014,728
Jeffrey H. Coors 486,467 13,050,536
</TABLE>
*The filing persons share voting and dispositive power
as co-trustees of the shares owned by the family trusts, as applicable,
listed below and other trust(s), and as co-directors of the shares owned
by the Adolph Coors Foundation, as applicable, as noted below.
The trusts and their beneficial ownership as of June 10, 1996 were as
follows:
<TABLE>
<CAPTION>
Trust Number of Shares
<S> <C>
Adolph Coors, Jr. Trust 2,800,000 shares
Grover C. Coors Trust 2,727,016 shares
May Kistler Coors Trust 1,726,652 shares
Herman F. Coors Trust 1,435,000 shares
Bertha Coors Munroe Trust 1,140,490 shares
Augusta Coors Collbran Trust 1,015,350 shares
Louis Coors Porter Trust 920,220 shares
Joseph Coors Trust 250,000 shares
12,014,728 total
</TABLE>
The Adolph Coors Foundation beneficially owns 857,744 shares of
Common Stock. The directors of the Foundation include William K. Coors,
Jeffrey H. Coors and Peter H. Coors, among others.
(c) On June 5, 1996, Joseph Coors, Jr. sold 25,000 shares of Common
stock. None of the other filing persons have effected any transactions in
the Common Stock during the last 60 days.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS ARRANGEMENTS, UNDERSTANDINGS
OR RELATIONSHIPS WITH RESPECT TO SECURITIES
OF THE ISSUER.
Except as described herein, no filing person is a party to any contract,
arrangement or understanding with respect to the Common Stock
of the Company.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Not applicable.
ITEM 8. 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.
7/29/96
Date
/s/ William K. Coors
Signature
William K. Coors
/s/ Joseph Coors
Signature
Joseph Coors
/s/ Peter H. Coors
Signature
Peter H. Coors
/s/ Joseph Coors, Jr.
Signature
Joseph Coors, Jr.
/s/ Jeffrey H. Coors
Signature
Jeffrey H. Coors
