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Prospectus Supplement No. 3 Filed Pursuant to Rule 424(b)(3)
(To Prospectus dated November 10, 1998) SEC File No. 333-62919
5,175,000 PREFERRED SECURITIES
TOWER AUTOMOTIVE CAPITAL TRUST
6 3/4% TRUST CONVERTIBLE PREFERRED SECURITIES
(Liquidation Preference $50 per Preferred Security)
Guaranteed to the Extent Set Forth Herein by,
and Convertible into Common Stock of,
TOWER AUTOMOTIVE, INC.
All capitalized terms used but not defined herein shall have the meanings
ascribed to them in the Prospectus, dated November 10, 1998, forming a part of
the Registration Statement on Form S-3 (Registration No. 333-62919), as
supplemented by Prospectus Supplement No. 1, dated December 10, 1998 and
Prospectus Supplement No. 2, dated May 17, 1999. Any cross references in this
Prospectus Supplement refer to portions of the Prospectus.
The purpose of this Prospectus Supplement is to amend and supplement the
information set forth in the Prospectus regarding the Selling Holders. In
addition to the Selling Holders named in the Prospectus, the following table
sets forth the name of each additional Selling Holder and relationship, if any,
with the Company and the number of Preferred Securities owned by each of them,
which is also the number of Preferred Securities that may be offered for the
account of such Selling Holder and the number of shares of Common Stock issuable
upon conversion of the Preferred Securities that may be offered by each of them
pursuant to this Prospectus. Any information regarding a Selling Holder
contained herein shall be deemed to amend and supersede any information
regarding such Selling Holder contained in the Prospectus. All information set
forth herein with respect to the Selling Holders has been furnished to the
Company by the respective Selling Holders.
<TABLE>
<CAPTION>
SHARES OF COMMON
STOCK ISSUABLE UPON
NUMBER OF PREFERRED CONVERSION OF
SECURITIES OWNED % OF PREFERRED SECURITIES % OF
NAME OF SELLING HOLDER AND OFFERED HEREBY CLASS (1)(2) CLASS
- -------------------------------------------------------------- ----- -------------------- -----
<S> <C> <C> <C>
Emerging Growth Management Company........ 28,600 * 46,560 *
Prudential Securities, Inc................ 1,000 * 1,627 *
Sound Shore Holdings Ltd.................. 20 * 32 *
</TABLE>
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*Less than one percent.
(1) Reflects the shares of Common Stock into which the Preferred Securities
held by such Selling Holder are convertible at the current conversion
rate. The conversion rate and the number of shares of Common Stock
issuable upon conversion of the Preferred Securities are subject to
adjustment under certain circumstances. See "Description of the
Preferred Securities--Conversion Rights." Accordingly, the number of
shares of Common Stock issuable upon conversion of the Preferred
Securities may increase or decrease from time to time.
(2) Assumes conversion into Common Stock of the full amount of Preferred
Securities held by the Selling Holder at the current conversion rate
and the offering of such shares by such Selling Holder pursuant to this
Prospectus. The
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conversion rate and the number of shares of Common Stock issuable upon
conversion of the Preferred Securities is subject to adjustment under
certain circumstances. See "Description of the Preferred
Securities--Conversion Rights." Accordingly, the number of shares of
Common Stock issuable upon conversion of the Preferred Securities may
increase or decrease from time to time. Fractional shares will not be
issued upon conversion of the Preferred Securities; rather, cash will
be paid in lieu of fractional shares, if any.
Because the Selling Holders may, pursuant to this Prospectus, offer all
or some portion of the Preferred Securities and Common Stock they presently hold
or, with respect to Common Stock, have the right to acquire upon conversion of
such Preferred Securities, no estimate can be given as to the amount of the
Preferred Securities and Common Stock that will be held by the Selling Holders
upon termination of any such sales. In addition, the Selling Holders identified
above and in the Prospectus may have sold, transferred or otherwise disposed of
all or a portion of their Preferred Securities and Common Stock since the date
on which they provided the information regarding their Preferred Securities and
Common Stock to the Company, in transactions exempt from the registration
requirements of the Securities Act. See "Plan of Distribution."
The Company may from time to time, in accordance with the Registration
Rights Agreement, supplement or amend the Prospectus to reflect the required
information concerning any transferee, pledgee, donee or successor to the
Selling Holders named in the Prospectus.
The date of this Prospectus Supplement is April 28, 2000.
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