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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
GRAPHIC PACKAGING INTERNATIONAL CORPORATION
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
388690 10 9
(CUSIP Number)
Jill B.W. Sisson, Esq. Nick Nimmo, Esq.
General Counsel and Secretary Holme Roberts & Owen LLP
Graphic Packaging 1700 Lincoln Street
International Corporation Suite 4100
4455 Table Mountain Drive Denver, CO 80203
Golden, Colorado 80403 (303) 861-7000
(303) 215-2761
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
August 2, 2000**
(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 sections 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 section 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. 4 is being filed to update Amendment No. 3.
<PAGE>
CUSIP Number: 388690 10 9
1 Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
William K. Coors
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 143,898
Beneficially 8 Shared Voting Power
Owned by 1,726,652
Each Reporting 9 Sole Dispositive Power
Person With 143,898
10 Shared Dispositive Power
1,726,652
11 Aggregate Amount Beneficially Owned by Each Reporting Person
1,870,550 *
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 6.4% *
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 7,276 shares.
<PAGE>
CUSIP Number: 388690 10 9
1 Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
Joseph Coors
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 12,592
Beneficially 8 Shared Voting Power
Owned by 250,000
Each Reporting 9 Sole Dispositive Power
Person With 12,592
10 Shared Dispositive Power
250,000
11 Aggregate Amount Beneficially Owned by Each Reporting Person
262,592 *
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 3,638 shares.
<PAGE>
CUSIP Number: 388690 10 9
1 Names of Reporting Persons (entities only)
I.R.S. Identification Nos. of Above Person
Peter H. Coors
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 1,726,652
Each Reporting 9 Sole Dispositive Power
Person With 9,074
10 Shared Dispositive Power
1,726,652
11 Aggregate Amount Beneficially Owned by Each Reporting Person
1,735,726
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 5.9 %
14 Type of Reporting Person
IN
<PAGE>
CUSIP Number: 388690 10 9
1 Names of Reporting Persons (entities only)
I.R.S. Identification Nos. of Above Person
Joseph Coors, Jr.
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 43,771
Beneficially 8 Shared Voting Power
Owned by 1,726,652
Each Reporting 9 Sole Dispositive Power
Person With 43,771
10 Shared Dispositive Power
1,726,652
11 Aggregate Amount Beneficially Owned by Each Reporting Person
1,770,423 *
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 6.0 % *
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.
<PAGE>
CUSIP Number: 388690 10 9
1 Names of Reporting Persons (entities only)
I.R.S. Identification Nos. of Above Person
Jeffrey H. Coors
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 1,625,589
Beneficially 8 Shared Voting Power
Owned by 1,726,652
Each Reporting 9 Sole Dispositive Power
Person With 1,625,589
10 Shared Dispositive Power
1,726,652
11 Aggregate Amount Beneficially Owned by Each Reporting Person
3,352,241 *
12 Check if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13 Percent of Class Represented by Amount in Row (11)
Approximately 11.4 % *
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 1,443,628 shares and include
30,400 shares held by his spouse and son.
<PAGE>
CUSIP Number: 388690 10 9
1 Names of Reporting Persons (entities only)
I.R.S. Identification Nos. of Above Person
Adolph Coors, Jr. 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 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 9.5 %
14 Type of Reporting Person
OO*
* The reporting person is a trust.
<PAGE>
CUSIP Number: 388690 10 9
1 Names of Reporting Persons (entities only)
I.R.S. Identification Nos. of Above Person
Grover C. 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 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 9.3 %
14 Type of Reporting Person
OO*
* The reporting person is a trust.
<PAGE>
CUSIP Number: 388690 10 9
1 Names of Reporting Persons (entities only)
I.R.S. Identification Nos. of Above Person
May K. 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 1,726,652
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 5.9 %
14 Type of Reporting Person
OO*
* The reporting person is a trust.
<PAGE>
CUSIP Number: 388690 10 9
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.
<PAGE>
ITEM 1. Security and Issuer
Item 1 is amended and restated in its entirety as follows:
This Amendment No. 4 (this "Amendment") to the Schedule 13D, as amended by
Amendment No. 1, Amendment No. 2 and Amendment No. 3 to such Schedule 13D
(collectively, the "Schedule 13D"), each previously filed with the Securities
Exchange Commission (the "SEC"), relates to common stock, $0.01 par value per
share (the "Common Stock"), issued by Graphic Packaging International
Corporation (the "Company") and is being filed to disclose (i) the resignation
of Joseph Coors as a trustee for each of the trusts to which the Schedule 13D
relates, (ii) the appointment of Melissa Eton Coors as a trustee for the Adolph
Coors, Jr. Trust, (iii) the termination of the obligation of Joseph Coors to
make further filings with respect to the Common Stock and (iv) the proposed
acquisition by The Grover C. Coors Trust of a new class of convertible preferred
stock of the Company described more fully in Item 4, below. All capitalized
terms used but not otherwise defined herein have the respective meanings
ascribed to such terms in the Schedule 13D.
The Company's principal executive offices are located at 4455 Table
Mountain Drive, Golden, Colorado 80403. The Company is a packaging-based
business.
ITEM 2. Identity and Background
Item 2 is amended and restated in its entirety as follows:
This Amendment No. 4 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 Graphic Packaging International Corporation
4455 Table Mountain Drive
Golden, Colorado 80403
Present Principal Occupation: Director of the Company (see Item 1 for principal
business and address of the Company); Chairman of the Board of Adolph Coors
Company ("Coors"), a holding company for beer business (see Business Address for
address of Coors)
Joseph Coors
Business Address: c/o Graphic Packaging International Corporation
4455 Table Mountain Drive
Golden, Colorado 80403
Present Principal Occupation: Director Emeritus of the Company (see Item 1 for
principal business and address of the Company)
Peter H. Coors
Business Address: c/o Adolph Coors Company
311 10th Street, NH300
Golden, Colorado 80401
Present Principal Occupation: President and Chief Executive Officer of Coors, a
holding company for beer business (see Business Address for address of Coors);
Vice Chairman and Chief Executive Officer of Coors Brewing Company, Golden,
Colorado, 80401, a brewery and subsidiary of Coors.
Joseph Coors, Jr.
Business Address: c/o CoorsTek, Inc.
16000 Table Mountain Parkway
Golden, Colorado 80403
Present Principal Occupation: Chairman and Chief Executive Officer of
CoorsTek, Inc., 16000 Table Mountain Parkway, Golden, CO 80403
Jeffrey H. Coors
Business Address: c/o Graphic Packaging International Corporation
4455 Table Mountain Drive
Golden, Colorado 80403
Present Principal Occupation: Chairman and President of the Company (see Item 1
for principal business and address of the Company)
<PAGE>
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
<TABLE>
<CAPTION>
Principal Place Principal
Name of Business Citizenship Purpose Trustees
---- ----------- ----------- ------- --------
<S> <C> <C> <C> <C>
Adolph Coors, Jr. William K. Coors Administered under the To manage Jeffrey H. Coors, William
Trust Coors Family Trust Office laws of the State of trust assets K. Coors, J. Brad Coors,*
c/o Adolph Coors Company Colorado for the Peter H. Coors, Melissa
Mail Stop ZR900 benefit of a Eton Coors**
P.O. Box 4030 class of
Golden, Colorado 80401 beneficiaries
</TABLE>
*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).
** Melissa Eton Coors (trustee; information regarding Melissa Eton Coors is
provided because she serves as a trustee). Business Address: c/o Coors Brewing
Company, 311 10th Street, Mail No. NH495, Golden, Colorado 80401. Present
Principal Occupation: Business Development Manager for Coors Brewing Company
(see Business Address for address of Coors Brewing Company).
For the identity and background of the other Trustees, see Item 2, subsection A.
<TABLE>
<CAPTION>
Principal Place Principal
Name of Business Citizenship Purpose Trustees
---- ----------- ----------- ------- --------
<S> <C> <C> <C> <C>
Grover C. Coors Trust Coors Family Trust Office Administered under the To manage Jeffrey H. Coors, William
c/o Adolph Coors Company laws of the State of trust assets K. Coors, John K. Coors,*
Mail Stop ZR900 Colorado for the Joseph Coors, Jr.
P.O. Box 4030 benefit of a
Golden, Colorado 80401 class of
beneficiaries
</TABLE>
*John K. Coors (trustee; information regarding John K. Coors is provided because
he serves as a trustee). Business Address: c/o CoorsTek, Inc., 16000 Table
Mountain Parkway, Golden, Colorado 80403. Present Principal Occupation:
President of CoorsTek, Inc., 16000 Table Mountain Parkway, Golden, Colorado
80403, a manufacturer of ceramic components
For the identity and background of the other Trustees, see Item 2, subsection A.
<PAGE>
<TABLE>
<CAPTION>
Principal Place Principal
Name of Business Citizenship Purpose Trustees
---- ----------- ----------- ------- --------
<S> <C> <C> <C> <C>
May K. Coors Trust Coors Family Trust Office Administered under the To manage Jeffrey H. Coors, William
c/o Adolph Coors Company laws of the State of trust assets K. Coors, Peter H. Coors,
Mail Stop ZR900 Colorado for the Joseph Coors, Jr.
P.O. Box 4030 benefit of a
Golden, Colorado 80401 class of
beneficiaries
</TABLE>
For the identity and background of the Trustees, see Item 2, subsection A.
<TABLE>
<CAPTION>
Principal Place Principal
Name of Business Citizenship Purpose Trustees
---- ----------- ----------- ------- --------
<S> <C> <C> <C> <C>
Herman F. Coors Trust Coors Family Trust Office Administered under the To manage Jeffrey H. Coors, William
c/o Adolph Coors Company laws of the State of trust assets K. Coors, Peter H. Coors,
Mail Stop ZR900 Colorado for the Joseph Coors, Jr.
P.O. Box 4030 benefit of a
Golden, Colorado 80401 class of
beneficiaries
</TABLE>
For the identity and background of the Trustees, see Item 2, subsection A.
None of the above named trusts nor J. Brad Coors, Melissa Eton 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, Melissa Eton Coors and John K. Coors are citizens of the
United States of America.
ITEM 4. Purpose of Transaction
The information previously furnished in response to this Item is amended
and restated in its entirety as follows:
On August 3, 2000, Graphic Packaging International Corporation (the
"Company") announced that it intends to issue 1,000,000 shares of a new class of
convertible preferred stock at $100 per share (the "preferred stock") to the
Grover C. Coors Trust. The preferred stock will have a 10% per annum cumulative
dividend and will be convertible into shares of the Company's Common Stock at an
initial conversion rate of 125% of the average closing price of the Common Stock
for the five trading days prior to the closing date. Assuming the market price
of $2.50 as of August 2, 2000, the conversion price would be $3.125 per share.
Upon conversion, the preferred stock would be convertible into 32,000,000 shares
of Common Stock, or approximately 52% of the outstanding Common Stock, on an as
converted basis. Upon certain defaults in the payment of dividends, the holder
of the preferred stock has the right to elect a majority of the board of
directors.
The purpose of the transaction is for the Grover C. Coors Trust to acquire
additional securities of the Company for investment purposes and for the Company
to gain additional working capital.
<PAGE>
Except as set forth in the immediately preceding paragraphs of this Item 4,
none of the Filing Persons nor J. Brad Coors, Melissa Eton 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 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, 2000, there were 29,396,002 shares of Common Stock
outstanding for Graphic Packaging International Corporation.
<TABLE>
<CAPTION>
William K. Coors
<S> <C> <C>
(a) Amount beneficially owned: 1,870,550
(b) Percent of class: Approximately 6.4%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 143,893
(ii) Shared power to vote or to direct the vote: 1,726,652
(iii) Sole power to dispose or to direct the disposition of: 143,893
(iv) Shared power to dispose or to direct the disposition of: 1,726,652
</TABLE>
Amounts beneficially owned and the percentage of ownership include the right to
acquire beneficial ownership within 60 days of 7,276 shares.
Joseph Coors
<TABLE>
<CAPTION>
<S> <C> <C>
(a) Amount beneficially owned: 262,592
(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: 12,592
(ii) Shared power to vote or to direct the vote: 250,000
(iii) Sole power to dispose or to direct the disposition of: 12,592
(iv) Shared power to dispose or to direct the disposition of: 250,000
</TABLE>
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 3,638 shares.
<TABLE>
<CAPTION>
Peter H. Coors
<S> <C> <C>
(a) Amount beneficially owned: 1,735,726
(b) Percent of class: Approximately 5.9%
(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: 1,726,652
(iii) Sole power to dispose or to direct the disposition of: 9,074
(iv) Shared power to dispose or to direct the disposition of: 1,726,652
<PAGE>
Joseph Coors, Jr.
(a) Amount beneficially owned: 1,770,423
(b) Percent of class: Approximately 6.0%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 43,771
(ii) Shared power to vote or to direct the vote: 1,726,652
(iii) Sole power to dispose or to direct the disposition of: 43,771
(iv) Shared power to dispose or to direct the disposition of: 1,726,652
Jeffrey H. Coors
(a) Amount beneficially owned: 3,352,241
(b) Percent of class: Approximately 11.4%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,625,589
(ii) Shared power to vote or to direct the vote: 1,726,652
(iii) Sole power to dispose or to direct the disposition of: 1,625,589
(iv) Shared power to dispose or to direct the disposition of: 1,726,652
</TABLE>
Amounts beneficially owned and the percentage of ownership include the right to
acquire beneficial ownership within 60 days of 1,443,628 shares. Also includes
30,400 indirect by spouse and son.
<TABLE>
<CAPTION>
Adolph Coors, Jr. Trust
<S> <C> <C>
(a) Amount beneficially owned: 2,800,000
(b) Percent of class: Approximately 9.5%
(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 9.3%
(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
May K. Coors Trust
(a) Amount beneficially owned: 1,726,652
(b) Percent of class: Approximately 5.9%
(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 0.1%
(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
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
J. Brad Coors
<S> <C> <C>
(a) Amount beneficially owned: 1,000
(b) Percent of class: Approximately 0.003%
(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
Melissa Eton Coors
(a) Amount beneficially owned:
(b) Percent of class: Approximately 0%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 0
</TABLE>
None of the Filing Persons nor J. Brad Coors, Melissa Eton 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
Item 6 to the Schedule 13D is amended and restated in its
entirety as follows:
William K. Coors, Joseph Coors, Peter H. Coors, Joseph Coors,
Jr., Jeffrey H. Coors, J. Brad Coors, Melissa Eton 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. With respect to
each of the trusts (other than the May K. Coors Trust), 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. With respect to the May K. Coors Trust, the affirmative vote of
all 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, Melissa
Eton Coors and John K. Coors is a party to any contract, arrangement, or
understanding with respect to the Common Stock.
ITEM 7. Material to Be Filed as Exhibits
Exhibits: 99.1. Statement of Filing Persons pursuant to
Rule 13d-1(k)(1)(iii)
99.2. Letter to Shareholders dated August 4, 2000
99.3. Power of Attorney for Jeffrey H. Coors
<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 7, 2000
----------------------------------------- ------------------
Date
Joseph Coors
/s/ Joseph Coors August 7, 2000
----------------------------------------- ------------------
Date
Peter H. Coors
/s/ Peter H. Coors August 7, 2000
----------------------------------------------- ---------------
Date
Joseph Coors, Jr.
/s/ Joseph Coors, Jr. August 7, 2000
---------------------------------------------- ---------------
Date
Jeffrey H. Coors
/s/ * August 7, 2000
-------------------------------------------- ---------------
Date
<PAGE>
Adolph Coors, Jr. Trust
BY:
/s/ William K. Coors August 7, 2000
------------------------------------------ ---------------
William K. Coors Date
Trustee
Grover C. Coors Trust
BY:
/s/ August 7, 2000
------------------------------------------ ---------------
Date
Trustee
May K. Coors Trust
BY:
/s/ * August 7, 2000
------------------------------------------ ---------------
Jeffrey H. Coors Date
Trustee
Herman F. Coors Trust
BY:
/s/ Joseph Coors, Jr. August 7, 2000
------------------------------------------ ---------------
Joseph Coors, Jr. Date
Trustee
* By /s/ Jill B.W. Sisson
------------------------------------
Jill B.W. Sisson, Attorney in Fact
