<PAGE> 1
CUSIP No. 125965 10 3 13G Page 1 of 40 Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(AMENDMENT NO. )(1)
CSK AUTO CORPORATION
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
125965 10 3
(CUSIP Number)
December 31, 1998
(Date of event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
- --------------------------
(1) 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).
<PAGE> 2
CUSIP No. 125965 10 3 13G Page 2 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
INVESTCORP, S.A.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 1,755,403
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 1,911,103
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,911,103
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.8%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 3
CUSIP No. 125965 10 3 13G Page 3 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
SIPCO Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 1,755,403
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 1,911,103
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,911,103
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.8%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 4
CUSIP No. 125965 10 3 13G Page 4 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Ballet Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 5
CUSIP No. 125965 10 3 13G Page 5 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Denary Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 6
CUSIP No. 125965 10 3 13G Page 6 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Gleam Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 4,957
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 4,957
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 7
CUSIP No. 125965 10 3 13G Page 7 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Highlands Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 8
CUSIP No. 125965 10 3 13G Page 8 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Noble Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 9
CUSIP No. 125965 10 3 13G Page 9 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Outrigger Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 10
CUSIP No. 125965 10 3 13G Page 10 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Quill Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 11
CUSIP No. 125965 10 3 13G Page 11 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Radial Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 12
CUSIP No. 125965 10 3 13G Page 12 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Shoreline Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 13
CUSIP No. 125965 10 3 13G Page 13 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Zinnia Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,957
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,957
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,957
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 14
CUSIP No. 125965 10 3 13G Page 14 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
South Bay Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 121,914
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 121,914
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
121,914
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 15
CUSIP No. 125965 10 3 13G Page 15 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Investcorp Investment Equity Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 4,311
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 4,311
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,311
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 16
CUSIP No. 125965 10 3 13G Page 16 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Investcorp CSK Holdings L.P.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 565,040
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 764,089
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
764,089
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.2%
12. TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 17
CUSIP No. 125965 10 3 13G Page 17 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Equity CSKA Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 409,641
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 409,641
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
409,641
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.5%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 18
CUSIP No. 125965 10 3 13G Page 18 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Equity CSKB Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 409,641
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 409,641
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
409,641
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.5%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 19
CUSIP No. 125965 10 3 13G Page 19 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Equity CSKC Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 87,542
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 87,542
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
87,542
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.3%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 20
CUSIP No. 125965 10 3 13G Page 20 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Auto Equity Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 755,702
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 755,702
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
755,702
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.7%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 21
CUSIP No. 125965 10 3 13G Page 21 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Auto Parts Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 755,702
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 755,702
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
755,702
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.7%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 22
CUSIP No. 125965 10 3 13G Page 22 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Auto Investments Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 755,702
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 755,702
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
755,702
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.7%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 23
CUSIP No. 125965 10 3 13G Page 23 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
New CSK Equity Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 377,838
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 377,838
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
377,838
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.4%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 24
CUSIP No. 125965 10 3 13G Page 24 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
CSK Equity Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 755,702
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 755,702
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
755,702
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.7%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 25
CUSIP No. 125965 10 3 13G Page 25 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
CSK International Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 108,101
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 108,101
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
108,101
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 26
CUSIP No. 125965 10 3 13G Page 26 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
CSK Investments Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 766,815
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 766,815
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
766,815
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.8%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 27
CUSIP No. 125965 10 3 13G Page 27 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Chase Bank (C.I.) Nominees Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands, B.W.I.
5. SOLE VOTING POWER
NUMBER OF None.
SHARES 6. SHARED VOTING POWER
BENEFICIALLY 107,743
OWNED BY 7. SOLE DISPOSITIVE POWER
EACH None.
REPORTING 8. SHARED DISPOSITIVE POWER
PERSON 107,743
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
107,743
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 28
CUSIP No. 125965 10 3 13G Page 28 of 40 Pages
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Maynard Jenkins
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5. SOLE VOTING POWER
SHARES None.
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY None.
EACH 7. SOLE DISPOSITIVE POWER
REPORTING None.
PERSON 8. SHARED DISPOSITIVE POWER
WITH 100,491
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
100,491
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* X
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4%
12. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 29
CUSIP No. 125965 10 3 13G Page 29 of 40 Pages
ITEM 1(a). NAME OF ISSUER.
CSK Auto Corporation
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL OFFICES.
Suite 400
645 E. Missouri Avenue
Phoenix, Arizona 85012
ITEM 2(a). NAME OF PERSON FILING.
(i) INVESTCORP, S.A.;
(ii) SIPCO Limited;
(iii) Ballet Limited;
(iv) Denary Limited;
(v) Gleam Limited;
(vi) Highlands Limited;
(vii) Noble Limited;
(viii) Outrigger Limited;
(ix) Quill Limited;
(x) Radial Limited;
(xi) Shoreline Limited;
(xii) Zinnia Limited;
(xiii) South Bay Limited;
(xiv) Investcorp Investment Equity Limited;
(xv) Investcorp CSK Holdings, L.P.;
(xvi) Equity CSKA Limited;
(xvii) Equity CSKB Limited;
(xviii) Equity CSKC Limited;
(xix) Auto Equity Limited;
(xx) Auto Investments Limited;
(xxi) Auto Parts Limited;
(xxii) New CSK Equity Limited;
(xxiii) CSK Equity Limited;
(xxiv) CSK International Limited;
(xxv) CSK Investments Limited;
(xxvi) Chase Bank (C.I.) Nominees Limited; and
(xxvii) Maynard Jenkins
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE.
With respect to reporting person (i) above:
37 rue Notre Dame
Luxembourg
<PAGE> 30
CUSIP No. 125965 10 3 13G Page 30 of 40 Pages
With respect to each reporting person (iii) through (xiii) above:
c/o Beaufort Financial Services
West Wind Building, P.O. Box 2179, Harbour Drive
George Town, Grand Cayman, Cayman Islands, B.W.I.
With respect to each reporting person (ii) and (xiv)-(xxv) above:
c/o Paget-Brown & Company, Ltd.
West Wind Building, P.O. Box 1111, Harbour Drive
George Town, Grand Cayman, Cayman Islands, B.W.I.
With respect to reporting person (xxvi) above:
Chase House
Grenville Street
St. Helier, Jersey, Channel Islands
With respect to reporting person (xxvii) above:
c/o CSK Auto Corporation
Suite 400
645 E. Missouri Avenue
Phoenix, Arizona 85012
ITEM 2(c). CITIZENSHIP.
With respect to each reporting person listed in Item 2(a) above, see
Item 4 on the second part of the cover page for such reporting person.
ITEM 2(d). TITLE OF CLASS OF SECURITIES.
Common stock, par value $.01 per share.
ITEM 2(e). CUSIP NUMBER.
125965 10 3
ITEM 3. TYPE OF REPORTING PERSON FILING PURSUANT TO RULE 13d-1(b) OR 13d-2(b) OR
(c).
Not applicable.
<PAGE> 31
CUSIP No. 125965 10 3 13G Page 31 of 40 Pages
ITEM 4. OWNERSHIP.
(a) Amount beneficially owned as of December 31, 1998:
With respect to each reporting person listed in Item
2(a) above, see Item 9 on the second part of the cover page
for such reporting person.
(b) Percent of Class:
With respect to each reporting person listed in Item
2(a) above, see Item 11 on the second part of the cover page
for such reporting person.
(c) Number of shares as to which the Reporting Person has:
(i) sole power to vote or direct the vote:
With respect to each reporting person listed in Item
2(a) above, see Item 5 on the second part of the cover page
for such reporting person.
(ii) shared power to direct the vote:
With respect to each reporting person listed in Item
2(a) above, see Item 6 on the second part of the cover page
for such reporting person.
(iii) shared power to dispose or to direct the disposition of:
With respect to each reporting person listed in Item
2(a) above, see Item 7 on the second part of the cover page
for such reporting person.
(iv) shared power to dispose or to direct the disposition of:
With respect to each reporting person listed in Item
2(a) above, see Item 8 on the second part of the cover page
for such reporting person.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
<PAGE> 32
CUSIP No. 125965 10 3 13G Page 32 of 40 Pages
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
With respect to reporting person (i) above:
INVESTCORP, S.A. does not own any stock in the issuer. The
shares of Common Stock beneficially owned by INVESTCORP, S.A. includes
all of the shares beneficially owned by Investcorp Investment Equity
Limited, a wholly-owned subsidiary of INVESTCORP, S.A. and by
Investcorp CSK Holdings L.P., a limited partnership in which
INVESTCORP, S.A. both owns a majority economic ownership interest and
is the sole general partner. The number of shares of Common Stock
beneficially owned by INVESTCORP, S.A. includes shares of outstanding
Common Stock that Investcorp CSK Holdings L.P. has the right, pursuant
to an option, to acquire from other stockholders of the issuer.
INVESTCORP, S.A. owns no stock in Equity CSKA Limited, Equity CSKB
Limited, Equity CSKC Limited, South Bay Limited, Ballet Limited, Denary
Limited, Gleam Limited, Highlands Limited, Noble Limited, Outrigger
Limited, Quill Limited, Radial Limited, Shoreline Limited, Zinnia
Limited, Chase Bank (C.I.) Nominees Limited, or the beneficial owners
of these entities. INVESTCORP, S.A. may be deemed to share beneficial
ownership of the shares of voting stock held by these entities because
the entities or their shareholders or principals have entered into
revocable management services or similar agreements with an affiliate
of INVESTCORP, S.A. pursuant to which each of such entities or their
shareholders or principals has granted such affiliate the authority to
direct the voting and disposition of the Common Stock owned by such
entity for so long as agreement is in effect. INVESTCORP, S.A. also may
be deemed to beneficially own shares of Common Stock owned by the other
persons listed on Exhibit 1.1 as being party to the stockholders'
agreement described below.
With respect to reporting person (ii) above:
SIPCO Limited may be deemed to control INVESTCORP, S.A.
through its ownership of a majority of the stock of a company which
indirectly owns a majority of INVESTCORP, S.A.'s outstanding stock, and
thereby to share beneficial ownership of shares with INVESTCORP, S.A.
With respect to each reporting person (iii) through (xxvii) above:
Each reporting person (iii) through (xxvii) above and each of
the other persons listed on Exhibit 1.1 hereto is party to a
stockholders' agreement. The parties to this stockholders' agreement
collectively hold 11,932,788 shares of Common Stock or 43% of the
Common Stock issued and outstanding. As the parties to this
stockholders' agreement have agreed to vote with respect to certain
matters as set forth therein, all such parties may be deemed to be a
group within the meaning of Section 13(d)(3) of the Securities Exchange
Act of 1934, and thus each such party may be deemed to beneficially own
all shares of Common Stock beneficially owned by all other parties. The
filing of this Schedule 13G shall not be deemed an admission that the
reporting persons signatory hereto beneficially own any shares of
Common Stock beneficially owned by any other party to the stockholders'
agreement nor an admission that the reporting persons signatory hereto
or the other persons listed on Exhibit 1.1 hereto are members of a
group.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
<PAGE> 33
CUSIP No. 125965 10 3 13G Page 33 of 40 Pages
ITEM 10. CERTIFICATION.
Not applicable.
<PAGE> 34
CUSIP No. 125965 10 3 13G Page 34 of 40 Pages
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and belief,
each of the undersigned certifies that the information set forth in this
Statement with respect to it or him is true, complete and correct.
Dated as of this 12th day of February, 1999.
INVESTCORP, S.A.
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Chief Financial Officer
SIPCO LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Director
BALLET LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
DENARY LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
GLEAM LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
<PAGE> 35
CUSIP No. 125965 10 3 13G Page 35 of 40 Pages
HIGHLANDS LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
NOBLE LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
OUTRIGGER LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
QUILL LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
RADIAL LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
SHORELINE LIMITED
/s/ Gary S. Long
--------------------------------
Name: Gary S. Long
Title: Authorized Representative
<PAGE> 36
CUSIP No. 125965 10 3 13G Page 36 of 40 Pages
ZINNIA LIMITED
/s/ Gary S. Long
---------------------------
Name: Gary S. Long
Title: Authorized Representative
SOUTH BAY LIMITED
/s/ Ken Shanahan
---------------------------
Name: Martonmere Services Ltd.
Title: Director
INVESTCORP INVESTMENT EQUITY
LIMITED
/s/ Sydney J. Coleman
---------------------------
Name: The Director Ltd.
Title: Director
INVESTCORP CSK HOLDINGS, L.P.
/s/ Sydney J. Coleman
---------------------------
Name: The Director Ltd.
Title: Director
EQUITY CSKA LIMITED
/s/ Sydney J. Coleman
---------------------------
Name: The Director Ltd.
Title: Director
EQUITY CSKB LIMITED
/s/ Sydney J. Coleman
---------------------------
Name: The Director Ltd.
Title: Director
<PAGE> 37
CUSIP No. 125965 10 3 13G Page 37 of 40 Pages
EQUITY CSKC LIMITED
/s/ Sydney J. Coleman
---------------------------
Name: The Director Ltd.
Title: Director
AUTO EQUITY LIMITED
/s/ Mark I. Rutkowski
---------------------------
Name: Mark I. Rutkowski
Title: Director
AUTO INVESTMENTS LIMITED
/s/ Ian Wight
---------------------------
Name: Ian A. N. Wight
Title: Director
AUTO PARTS LIMITED
/s/ Michael Pilling
---------------------------
Name: Michael Pilling
Title: Director
NEW CSK EQUITY LIMITED
/s/ W. Walmsley
---------------------------
Name: William Walmsley
Title: Director
CSK EQUITY LIMITED
/s/ AB Thompson
---------------------------
Name: Avis Thompson
Title: Alternate Director
<PAGE> 38
CUSIP No. 125965 10 3 13G Page 38 of 40 Pages
CSK INTERNATIONAL LIMITED
/s/ C. Bowring
---------------------------
Name: Christopher J. Bowring
Title: Director
CSK INVESTMENTS LIMITED
/s/ Glen Wigney
---------------------------
Name: Glen Wigney
Title: Director
CHASE BANK (C.I.) NOMINEES LIMITED
/s/ N.A. Roberts
---------------------------
Name: N.A. Roberts
Title: Director
Chase Bank (C.I.) Nominees Limited is a party hereto as the
registered holder of the legal title to 107,743 shares of Common Stock, as
nominee for principals who, as the beneficial owners thereof, (the "Owners") act
through the Program Executive for the Investcorp PIP scheme as their duly
appointed Agent [Attorney], and to whose request and direction Chase Bank (C.I.)
Nominees Limited acts in regard to the 107,743 shares of Common Stock.
Accordingly, Chase Bank (C.I.) Nominees Limited is a party to this Agreement
exclusively in its capacity as nominee and bare trustee for the Owners and so
that references in this Schedule 13G to the reporting persons shall be construed
so that no liability shall be incurred by Chase Bank (C.I.) Nominees Limited on
its own account and each undertaking, covenant and agreement herein shall be
that exclusively of the Owners and each of them acting through Chase Bank (C.I.)
Nominees Limited.
TIMOTHY D. TRAFFORD
/s/ Timothy D. Trafford
---------------------------
(as agent for the Owners)
MAYNARD JENKINS
/s/ Maynard Jenkins
---------------------------
<PAGE> 39
CUSIP No. 125965 10 3 13G Page 39 of 40 Pages
EXHIBIT INDEX
Exhibit
Number Description
1.1 Parties to the Stockholders' Agreement
<PAGE> 1
CUSIP No. 125965 10 3 13G Page 40 of 40 Pages
EXHIBIT 1.1
PARTIES TO THE STOCKHOLDERS' AGREEMENT
Ballet Limited
Denary Limited
Gleam Limited
Highlands Limited
Noble Limited
Outrigger Limited
Quill Limited
Radial Limited
Shoreline Limited
Zinnia Limited
South Bay Limited
Investcorp Investment Equity Limited
Investcorp CSK Holdings, L.P.
Equity CSKA Limited
Equity CSKB Limited
Equity CSKC Limited
Auto Equity Limited
Auto Investments Limited
Auto Parts Limited
New CSK Equity Limited
CSK Equity Limited
CSK International Limited
CSK Investments Limited
Chase Bank (C.I.) Nominees Limited
Maynard Jenkins
The Carmel Trust
Transatlantic Finance, Ltd.
James Bazlen
