SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Twinlab Corporation
(Name of Issuer)
Common Stock, $1.00 par value
(Title of Class of Securities)
901774 10 9
(CUSIP Number)
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SCHEDULE 13G
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CUSIP No. 901774 10 9
- --------------------------------------------------------------------------------
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Green Equity Investors II, L.P.
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2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3) SEC USE ONLY
- --------------------------------------------------------------------------------
4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5) SOLE VOTING POWER
8,880,000
NUMBER
OF 6) SHARED VOTING POWER
SHARES N/A
BENEFICIALLY
OWNED BY 7) SOLE DISPOSITIVE POWER
EACH 8,880,000
REPORTING
PERSON 8) SHARED DISPOSITIVE POWER
WITH N/A
- --------------------------------------------------------------------------------
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,880,000
- --------------------------------------------------------------------------------
10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
- --------------------------------------------------------------------------------
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
32.9%
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12) TYPE OF REPORTING PERSON
PN
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Item 1(a). Name of Issuer:
Twinlab Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
2120 Smithtown Avenue, Ronkonkoma, NY 11779
Item 2(a). Name of Person Filing:
Green Equity Investors II, L.P.
Item 2(b). Address of Principal Business Office or, if None, Residence:
333 South Grand Avenue, Suite 5400, Los Angeles, CA 90071
Item 2(c). Citizenship:
Delaware
Item 2(d). Title of Class of Securities:
Common Stock, $1.00 par value (the "Common Stock")
Item 2(e). CUSIP Number:
901774 10 9
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
Not applicable
Item 4. Ownership.
(a) Amount beneficially owned: 8,880,000 shares
(b) Percent of class: 32.9%
(c) Number of shares as to which filer has:
(i) Sole power to vote or to direct the vote 8,880,000
(ii) Shared power to vote or to direct the vote
Not Applicable
(iii) Sole power to dispose or to direct the disposition
of 8,880,000
(iv) Shared power to dispose or to direct the
disposition of Not Applicable
Green Equity Investors II, L.P. ("GEI II") is a limited partnership
which has sole voting and dispositive power with respect to the shares of Common
Stock held by it. The general partner of GEI II is Grand Avenue Capital
Partners, L.P. ("GACP"), whose general partner is Grand Avenue Capital
Corporation ("GACC"). LGP Management, Inc. ("LGPM") is the general partner of
Leonard Green & Partners, L.P. ("LGP"), which is an affiliate of GACP and the
management company of GEI II. As
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such, GACP, GACC, LGPM and LGP each may be deemed to have indirect beneficial
ownership of these securities as a result of their business relationship with
GEI II; however, each of GACP, GACC, LGPM and LGP disclaim beneficial ownership
of the Common Stock held by GEI II.
Each of Leonard I. Green, Jonathan D. Sokoloff, John G. Danhakl,
Gregory J. Annick and Jennifer Holden Dunbar, either directly (whether through
ownership interest or position) or through one or more intermediaries, may be
deemed to control LGP and GACP. As stated above, LGP and GACP may be deemed to
share voting and dispositive power with respect to Common Stock held by GEI II.
As such, Messrs. Green, Sokoloff, Danhakl and Annick and Ms. Holden Dunbar may
be deemed to have shared voting and investment power with respect to the Common
Stock held by GEI II. However, such individuals disclaim beneficial ownership of
the securities held by GEI II.
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
Item 8. Identification and Classification of Members of the Group.
Not applicable
Item 9. Notice of Dissolution of Group.
Not applicable
Item 10. Certification.
Not applicable
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SIGNATURE
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
Dated: February 14, 1997
GREEN EQUITY INVESTORS II, L.P.
By: /s/ Jennifer Holden Dunbar
--------------------------
Name: Jennifer Holden Dunbar
Title: Vice President of Grand
Avenue Capital Corporation,
general partner of Grand
Avenue Capital Partners, L.P.,
general partner of Green
Equity Investors II, L.P.
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