SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
ACX TECHNOLOGIES, INC.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
005123 10 4
(CUSIP Number)
Jill B.W. Sisson, Esq. Thomas A. Richardson, Esq.
General Counsel and Secretary Holme Roberts & Owen LLP
ACX Technologies, Inc. 1700 Lincoln Street, Suite 4100
16000 Table Mountain Parkway Denver, CO 80203
Golden, Colorado 80403 (303) 861-7000
(303) 271-7040
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Not Applicable**
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. / /
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss. 240.13d-7 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 Amendment No. 3 is being filed to update Amendment No. 2.
SEC 1746(2-98)
1 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons
William K. Coors
I.R.S. Identification Nos. of Above Persons (entities only)
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
United States of America
Number of 7 Sole Voting Power
Shares 129,769
Beneficially 8 Shared Voting Power
Owned by 0
Each Reporting 9 Sole Dispositive Power
Person With 129,769
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
129,769 *
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 0.5 % *
14 Type of Reporting Person
IN
* Amounts beneficially owned and the percentage of ownership include the right
to acquire beneficial ownership within 60 days of 3,333 shares.
2 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons
Joseph Coors
I.R.S. Identification Nos. of Above Persons (entities only)
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
United States of America
Number of 7 Sole Voting Power
Shares 5,136
Beneficially 8 Shared Voting Power
Owned by 250,000
Each Reporting 9 Sole Dispositive Power
Person With 5,136
10 Shared Dispositive Power
250,000
11 Aggregate Amount Beneficially Owned by Each Reporting Person
255,136 *
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 0.9 % *
14 Type of Reporting Person
IN
* Amounts beneficially owned and the percentage of ownership include the right
to acquire beneficial ownership within 60 days of 2,000 shares.
3 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons
Peter H. Coors
I.R.S. Identification Nos. of Above Person (entities only)
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
United States of America
Number of 7 Sole Voting Power
Shares 9,074
Beneficially 8 Shared Voting Power
Owned by 0
Each Reporting 9 Sole Dispositive Power
Person With 9,074
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
9,074
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 0.03 %
14 Type of Reporting Person
IN
4 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons
Joseph Coors, Jr.
I.R.S. Identification Nos. of Above Person (entities only)
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
United States of America
Number of 7 Sole Voting Power
Shares 708,240
Beneficially 8 Shared Voting Power
Owned by 0
Each Reporting 9 Sole Dispositive Power
Person With 708,240
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
708,240 *
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 2.5 % *
14 Type of Reporting Person
IN
* Amounts beneficially owned and the percentage of ownership include the right
to acquire beneficial ownership within 60 days of 651,832 shares.
5 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons
Jeffrey H. Coors
I.R.S. Identification Nos. of Above Person (entities only)
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
United States of America
Number of 7 Sole Voting Power
Shares 737,759
Beneficially 8 Shared Voting Power
Owned by 0
Each Reporting 9 Sole Dispositive Power
Person With 737,759
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
737,759 *
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 2.6 % *
14 Type of Reporting Person
IN
* Amounts beneficially owned and the percentage of ownership include the right
to acquire beneficial ownership within 60 days of 664,970 shares.
6 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons
Adolph Coors, Jr. Trust
I.R.S. Identification Nos. of Above Person (entities only)
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
Colorado
Number of 7 Sole Voting Power
Shares 2,800,000
Beneficially 8 Shared Voting Power
Owned by 0
Each Reporting 9 Sole Dispositive Power
Person With 2,800,000
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,800,000
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 9.8 %
14 Type of Reporting Person
OO*
* The reporting person is a trust.
7 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons
Grover C. Coors Trust
I.R.S. Identification Nos. of Above Person (entities only)
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
Colorado
Number of 7 Sole Voting Power
Shares 2,727,016
Beneficially 8 Shared Voting Power
Owned by 0
Each Reporting 9 Sole Dispositive Power
Person With 2,727,016
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,727,016
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 9.6 %
14 Type of Reporting Person
OO*
* The reporting person is a trust.
8 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons
May K. Coors Trust
I.R.S. Identification Nos. of Above Person (entities only)
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
Colorado
Number of 7 Sole Voting Power
Shares 1,726,652
Beneficially 8 Shared Voting Power
Owned by 0
Each Reporting 9 Sole Dispositive Power
Person With 1,726,652
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
1,726,652
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 6.1 %
14 Type of Reporting Person
OO*
* The reporting person is a trust.
9 of 21 Pages
<PAGE>
CUSIP Number: 005123 10 4
1 Names of Reporting Persons (entities only)
I.R.S. Identification Nos. of Above Person
Herman F. Coors Trust
2 Check the Appropriate Box if a Member of a Group
(a) / /
(b) / x /
3 SEC Use Only
4 Source of Funds
N/A
5 Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
Colorado
Number of 7 Sole Voting Power
Shares 1,435,000
Beneficially 8 Shared Voting Power
Owned by 0
Each Reporting 9 Sole Dispositive Power
Person With 1,435,000
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
1,435,000
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 5.0 %
14 Type of Reporting Person
OO*
* The reporting person is a trust.
10 of 21 Pages
<PAGE>
ITEM 1. Security and Issuer
This Amendment No. 3 to Schedule 13D relates to common stock, $.01 par
value per share, issued by ACX Technologies, Inc. (the "Company") ("Common
Stock").
The Company's principal executive offices are located at 16000 Table
Mountain Parkway, Golden, Colorado 80403. The Company is a holding company for
ceramics, packaging, and technology-based businesses.
ITEM 2. Identity and Background
This Amendment No. 3 to Schedule 13D is filed on behalf of each of the
following persons pursuant to Section 13(d) 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., Jeffrey H.
Coors, the Adolph Coors, Jr. Trust, the Grover C. Coors Trust, the May K. Coors
Trust, and the Herman F. Coors Trust ("Filing Persons").
Each Filing Person disavows that he or it is acting with any other Filing
Person(s) as a "group" under Section 13(d)(3) of the Act.
The Filing Persons are making a single joint filing pursuant to Rule
13d-1(k)(1) or Rule 13d-1(k)(2).
A NATURAL PERSONS
William K. Coors
Business Address: c/o Adolph Coors Company
311 10th Street, Mail #NH311
Golden, Colorado 80401
Present Principal Occupation: Chairman of the Board of the Company (see Item 1
for principal business and address of the Company); Chairman of the Board and
President of Adolph Coors Company ("Coors"), a holding company for beer business
(see Business Address for address of Coors)
Joseph Coors
Business Address: c/o Adolph Coors Company
311 10th Street, Mail #NH311
Golden, Colorado 80401
Present Principal Occupation: Director Emeritus of the Company (see Item 1 for
principal business and address of the Company); Vice Chairman of the Board of
Coors, a holding company for beer business (see Business Address for address of
Coors)
Peter H. Coors
Business Address: c/o Adolph Coors Company
311 10th Street, Mail #NH300
Golden, Colorado 80401
Present Principal Occupation: Vice President, Secretary and a director of Coors,
a holding company for beer business (see Business Address for address of Coors);
Chief Executive Officer of Coors Brewing Company, Golden, Colorado, 80401, a
brewery and subsidiary of Coors
Joseph Coors, Jr.
Business Address: c/o ACX Technologies, Inc.
16000 Table Mountain Parkway
Golden, Colorado 80403
Present Principal Occupation: Chief Executive Officer, President, and a director
of the Company (see Item 1 for principal business and address of the Company)
11 of 21 Pages
<PAGE>
Jeffrey H. Coors
Business Address: c/o ACX Technologies, Inc.
16000 Table Mountain Parkway
Golden, Colorado 80403
Present Principal Occupation: Chief Executive Officer, President, and a director
of the Company (see Item 1 for principal business and address of the Company)
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.
All of the above named persons are citizens of the United States of America.
B. TRUSTS
Adolph Coors, Jr. Trust
Principal Place of Business: William K. Coors
Adolph Coors Company
c/o Patricia J. Smith
311 10th Street, Mail #NH311
Golden, Colorado 80401
Citizenship or Plan of Organization: Administered under the laws of the State of
Colorado
Principal Purpose: To manage trust assets for the benefit of a class of
beneficiaries
Trustees: Jeffrey H. Coors, William K. Coors, Joseph Coors, J.
Brad Coors, Peter H. Coors
J. Brad Coors (trustee; information regarding J. Brad Coors is
provided because he serves as a trustee)
Business Address: c/o Adolph Coors Company
311 10th Street, Mail No. BC400
Golden, Colorado 80401
Present Principal Occupation: General Manager of Coors, a holding
company for beer business (see Business
Address for address of Coors)
For the identity and background of the other Trustees, see Item 2, subsection A.
Grover C. Coors Trust
Principal Place of Business: William K. Coors
Adolph Coors Company
c/o Patricia J. Smith
311 10th Street, Mail #NH311
Golden, Colorado 80401
Citizenship or Plan of Organization: Administered under the laws of the State of
Colorado
Principal Purpose: To manage trust assets for the benefit of a class of
beneficiaries
Trustees: Jeffrey H. Coors, William K. Coors, Joseph Coors, John
K. Coors, Joseph Coors, Jr.
John K. Coors (trustee; information regarding John K. Coors is
provided because he serves as a trustee)
Business Address: c/o ACX Technologies, Inc.
16000 Table Mountain Parkway
Golden, Colorado 80403
Present Principal Occupation: President of Coors Porcelain Company, 16000
Table Mountain Parkway, Golden, Colorado
80403, a manufacturer of ceramic components;
a director of the Company (see Item 1 for
principal business and address of the
Company).
For the identity and background of the other Trustees, see Item 2, subsection A.
12 of 21 Pages
<PAGE>
May K. Coors Trust
Principal Place of Business: William K. Coors
Adolph Coors Company
c/o Patricia J. Smith
311 10th Street, Mail #NH311
Golden, Colorado 80401
Citizenship or Plan of Organization: Administered under the laws of the State of
Colorado
Principal Purpose: To manage trust assets for the benefit of a class of
beneficiaries
Trustees: Jeffrey H. Coors, William K. Coors, Joseph Coors, Peter
H. Coors, Joseph Coors, Jr.
For the identity and background of the Trustees, see Item 2, subsection A.
Herman F. Coors Trust
Principal Place of Business: William K. Coors
Adolph Coors Company
c/o Patricia J. Smith
311 10th Street, Mail #NH311
Golden, Colorado 80401
Citizenship or Plan of Organization: Administered under the laws of the State of
Colorado
Principal Purpose: To manage trust assets for the benefit of a class of
beneficiaries
Trustees: Jeffrey H. Coors, William K. Coors, Joseph Coors, Peter
H. Coors, Joseph Coors, Jr.
For the identity and background of the Trustees, see Item 2, subsection A.
None of the above named trusts nor J. Brad Coors and John K. Coors 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.
J. Brad Coors and John K. Coors 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. 3 is being filed to report current and updating
information regarding the Filing Persons and their beneficial ownership of
Common Stock, including (i) the replacement of Joseph Coors, Jr. with J. Brad
Coors as a trustee of the Adolph Coors, Jr. Trust and (ii) the replacement of
Peter H. Coors with John K. Coors as a trustee of the Grover C. Coors Trust.
None of the Filing Persons nor J. Brad Coors and John K. Coors 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; (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
13 of 21 Pages
<PAGE>
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
As of August 3, 1999, there were 28,451,804 shares of Common Stock outstanding.
William K. Coors
(a) Amount beneficially owned: 129,769
(b) Percent of class: Approximately 0.5 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 129,769
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 129,769
(iv) Shared power to dispose or to direct the disposition of: 0
Amounts beneficially owned and the percentage of ownership include the right to
acquire beneficial ownership within 60 days of 3,333 shares.
Joseph Coors
(a) Amount beneficially owned: 255,136
(b) Percent of class: Approximately 0.9 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 5,136
(ii) Shared power to vote or to direct the vote: 250,000
(iii) Sole power to dispose or to direct the disposition of: 5,136
(iv) Shared power to dispose or to direct the disposition of: 250,000
Joseph Coors has shared power to vote or dispose of or to direct the vote or
disposition of 250,000 shares of Common Stock which are held in the Joseph Coors
Trust, a revocable trust for his benefit.
Amounts beneficially owned and the percentage of ownership include the right to
acquire beneficial ownership within 60 days of 2,000 shares.
Peter H. Coors
(a) Amount beneficially owned: 9,074
(b) Percent of class: Approximately 0.03 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 9,074
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 9,074
(iv) Shared power to dispose or to direct the disposition of: 0
14 of 21 Pages
<PAGE>
Joseph Coors, Jr.
(a) Amount beneficially owned: 708,240
(b) Percent of class: Approximately 2.5 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 708,240
(ii) Shared power to vote or to direct the vote: 0
(iii)Sole power to dispose or to direct the disposition of: 708,240
(iv) Shared power to dispose or to direct the disposition of: 0
Amounts beneficially owned and the percentage of ownership include the right to
acquire beneficial ownership within 60 days of 651,832 shares.
Jeffrey H. Coors
(a) Amount beneficially owned: 737,759
(b) Percent of class: Approximately 2.6 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 737,759
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 737,759
(iv) Shared power to dispose or to direct the disposition of: 0
Amounts beneficially owned and the percentage of ownership include the right to
acquire beneficial ownership within 60 days of 664,970 shares.
Adolph Coors, Jr. Trust
(a) Amount beneficially owned: 2,800,000
(b) Percent of class: Approximately 9.8 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 2,800,000
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 2,800,000
(iv) Shared power to dispose or to direct the disposition of: 0
Grover C. Coors Trust
(a) Amount beneficially owned: 2,727,016
(b) Percent of class: Approximately 9.6 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 2,727,016
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 2,727,016
(iv) Shared power to dispose or to direct the disposition of: 0
15 of 21 Pages
<PAGE>
May K. Coors Trust
(a) Amount beneficially owned: 1,726,652
(b) Percent of class: Approximately 6.1 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,726,652
(ii) Shared power to vote or to direct the vote: 0
(iii)Sole power to dispose or to direct the disposition of: 1,726,652
(iv) Shared power to dispose or to direct the disposition of: 0
Herman F. Coors Trust
(a) Amount beneficially owned: 1,435,000
(b) Percent of class: Approximately 5.0 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,435,000
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 1,435,000
(iv) Shared power to dispose or to direct the disposition of: 0
John K. Coors
(a) Amount beneficially owned: 39,558
(b) Percent of class: Approximately 0.01 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 39,558
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 39,558
(iv) Shared power to dispose or to direct the disposition of: 0
J. Brad Coors
(a) Amount beneficially owned: 1,000
(b) Percent of class: Approximately 0.0004 %
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,000
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 1,000
(iv) Shared power to dispose or to direct the disposition of: 0
None of the Filing Persons nor J. Brad Coors and John K. Coors have effected any
transaction in the Common Stock during the last 60 days.
ITEM 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
William K. Coors, Joseph Coors, Peter H. Coors, Joseph Coors, Jr., Jeffrey
H. Coors, J. Brad Coors, and John K. Coors presently serve or in the past served
as trustees of one or more of the Adolph Coors, Jr. Trust, the Grover C. Coors
Trust, the May K. Coors Trust, and the Herman F. Coors Trust. Each trust has
three or more trustees. Under the trust agreement evidencing each of the trusts,
the affirmative vote of a majority of the trustees is required to determine how
shares of Common Stock held by the trust will be voted or to dispose of any
shares of Common Stock held by the trust. Except as described herein, no Filing
Person nor J. Brad Coors and John K. Coors is a party to any contract,
arrangement, or understanding with respect to the Common Stock.
16 of 21 Pages
<PAGE>
ITEM 7. Material to Be Filed as Exhibits
Exhibit 1: Statement of Filing Persons pursuant to Rule 13d-1(k)(1)(iii)
17 of 21 Pages
<PAGE>
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.
William K. Coors
/s/ William K. Coors August 16, 1999
- ----------------------------------------- ---------------
Date
Joseph Coors
/s/ Joseph Coors August 16, 1999
- ----------------------------------------- ---------------
Date
Peter H. Coors
/s/ Peter H. Coors August 16, 1999
- ----------------------------------------- ---------------
Date
Joseph Coors, Jr.
/s/ Joseph Coors, Jr. August 16, 1999
- ----------------------------------------- ---------------
Date
Jeffrey H. Coors
/s/ Jeffrey H. Coors August 16, 1999
- ----------------------------------------- ---------------
Date
18 of 21 Pages
<PAGE>
Adolph Coors, Jr. Trust
BY:
/s/ William K. Coors August 16, 1999
- ----------------------------------------- ---------------
William K. Coors Date
Trustee
Grover C. Coors Trust
BY:
/s/ Joseph Coors August 16, 1999
- ----------------------------------------- ---------------
Joseph Coors Date
Trustee
May K. Coors Trust
BY:
/s/ Jeffrey H. Coors August 16, 1999
- ----------------------------------------- ---------------
Jeffrey H. Coors Date
Trustee
Herman F. Coors Trust
BY:
/s/ Joseph Coors, Jr. August 16, 1999
- ----------------------------------------- ---------------
Joseph Coors, Jr. Date
Trustee
19 of 21 Pages
EXHIBIT 1
Statement of Filing Persons pursuant to Rule 13d-1(k)(1)(iii)
Each of William K. Coors, Joseph Coors, Peter H. Coors, Joseph Coors, Jr.,
Jeffrey H. Coors, the Adolph Coors, Jr. Trust, the Grover C. Coors Trust, the
May K. Coors Trust, and the Herman F. Coors Trust ("Filing Persons") hereby
agree that this Schedule 13D Amendment No. 3 is filed on behalf of each of the
Filing Persons.
William K. Coors
/s/ William K. Coors August 16, 1999
- ------------------------------------------------- ---------------
Date
Joseph Coors
/s/ Joseph Coors August 16, 1999
- ------------------------------------------------- ---------------
Date
Peter H. Coors
/s/ Peter H. Coors August 16, 1999
- ------------------------------------------------- ---------------
Date
Joseph Coors, Jr.
/s/ Joseph Coors, Jr. August 16, 1999
- ------------------------------------------------- ---------------
Date
Jeffrey H. Coors
/s/ Jeffrey H. Coors August 16, 1999
- ------------------------------------------------- ----------------
Date
20 of 21 Pages
<PAGE>
Adolph Coors, Jr. Trust
BY:
/s/ William K. Coors August 16, 1999
- ------------------------------------------------- ---------------
William K. Coors Date
Trustee
Grover C. Coors Trust
BY:
/s/ Joseph Coors August 16, 1999
- ------------------------------------------------- ---------------
Joseph Coors Date
Trustee
May K. Coors Trust
BY:
/s/ Jeffrey H. Coors August 16, 1999
- ------------------------------------------------- ---------------
Jeffrey H. Coors Date
Trustee
Herman F. Coors Trust
BY:
/s/ Joseph Coors, Jr. August 16, 1999
- ------------------------------------------------- ---------------
Joseph Coors, Jr. Date
Trustee
21 of 21 Pages