<PAGE> 1
Page 1 of 14 Pages
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Dura Automotive Systems, Inc.
------------------------------------------------------------------------------
(Name of Issuer)
Class A Common Stock, par value $.01 per share
------------------------------------------------------------------------------
(Title of Class of Securities)
265903 10 4
------------------------------------
(CUSIP Number)
Exhibit Index on page 13
<PAGE> 2
CUSIP No. 265903 10 4 13G Page 2 of 14 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Onex Corporation
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
NUMBER OF 5 SOLE VOTING POWER
SHARES None
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 2,791,364 shares of Class A Common Stock
issuable upon conversion of Class B Common
EACH Stock of the Issuer (each share of Class B
Common Stock is presently convertible into
REPORTING a share of Class A Common Stock),
including 996,451 shares of Class A Common
PERSON Stock issuable upon conversion of Class B
Common Stock of the Issuer which Onex DHC
WITH LLC has voting control over pursuant to a
voting agreement. In addition, Onex DHC
LLC has voting control over a additional
2,206,890 shares of Class B Common Stock
of the Issuer, solely with respect to the
election of the board of directors of the
Issuer.
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
2,791,364 shares of Class A Common Stock
issuable upon conversion of Class B Common
Stock of the Issuer (each share of Class B
Common Stock is presently convertible into
a share of Class A Common Stock),
including 996,451 shares of Class A Common
Stock issuable upon conversion of Class B
Common Stock of the Issuer which Onex DHC
LLC has voting control over pursuant to a
voting agreement. In addition, Onex DHC
LLC has voting control over an additional
2,206,890 shares of Class B Common Stock
of the Issuer, solely with respect to the
election of the board of directors of the
Issuer.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,791,364 shares of Class A Common Stock issuable upon
conversion of Class B Common Stock of the Issuer (each share of
Class B Common Stock is presently convertible into a share of
Class A Common Stock), including 996,451 shares of Class A
Common Stock issuable upon conversion of Class B Common Stock of
the Issuer which Onex DHC LLC has voting control over pursuant
to a voting agreement. In addition, Onex DHC LLC has voting
control over an additional 2,206,890 shares of Class B Common
Stock of the Issuer, solely with respect to the election of the
board of directors of the Issuer.
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
<PAGE> 3
CUSIP No. 265903 10 4 13G Page 3 of 14 Pages
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
42.4% of the Issuer's shares of Class A Common Stock, assuming
conversion of all of the Reporting Person's shares of Class B
Common Stock into Class A Common Stock, and an aggregate of
56.8% of the Issuer's shares of Class A Common Stock, assuming
conversion of all of the shares of Class B Common Stock owned by
the Reporting Person or over which it has voting control (solely
with respect to the election of the board of directors of the
Issuer) into Class A Common Stock. The shares of Class B Common
Stock owned by the Reporting Person represent 51.9% of the
combined voting power of the Issuer's shares of Class A Common
Stock and Class B Common Stock; the shares of Class B Common
Stock owned by the Reporting Person or over which the Reporting
Person has voting control (solely with respect to the election
of the board of directors of the Issuer) represent an aggregate
of 92.9% of the combined voting power of the Issuer's shares of
Class A Common Stock and Class B Common Stock; each share of
Class A Common Stock is entitled to one vote and each share of
Class B Common Stock is entitled to ten votes.
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE> 4
CUSIP No. 265903 10 4 13G Page 4 of 14 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Gerald W. Schwartz
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
NUMBER OF SOLE VOTING POWER
5
SHARES None
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 2,791,364 shares of Class A Common Stock
issuable upon conversion of Class B Common
EACH Stock of the Issuer (each share of Class B
Common Stock is presently convertible into
REPORTING a share of Class A Common Stock),
including 996,451 shares of Class A Common
PERSON Stock issuable upon conversion of Class B
Common Stock of the Issuer which Onex DHC
WITH LLC has voting control over pursuant to a
voting agreement. In addition, Onex DHC
LLC has voting control over an additional
2,206,890 shares of Class B Common Stock
of the Issuer, solely with respect to the
election of the board of directors of the
Issuer.
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
2,791,364 shares of Class A Common Stock
issuable upon conversion of Class B Common
Stock of the Issuer (each share of Class B
Common Stock is presently convertible into
a share of Class A Common Stock) including
996,451 shares of Class A Common Stock
issuable upon conversion of Class B Common
Stock of the Issuer which Onex DHC LLC has
voting control over pursuant to a voting
agreement. In addition, Onex DHC LLC has
voting control over an additional
2,206,890 shares of Class B Common Stock
of the Issuer, solely with respect to the
election of the board of directors of the
Issuer.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,791,364 shares of Class A Common Stock issuable upon
conversion of Class B Common Stock of the Issuer (each share of
Class B Common Stock is presently convertible into a share of
Class A Common Stock) including 996,451 shares of Class A Common
Stock issuable upon conversion of Class B Common Stock of the
Issuer which Onex DHC LLC has voting control over pursuant to a
voting agreement. In addition, Onex DHC LLC has voting control
over an additional 2,206,890 shares of Class B Common Stock of
the Issuer, solely with respect to the election of the board of
directors of the Issuer.
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
<PAGE> 5
CUSIP No. 265903 10 4 13G Page 5 of 14 Pages
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
42.4% of the Issuer's shares of Class A Common Stock, assuming
conversion of all of the Reporting Person's shares of Class B
Common Stock into Class A Common Stock, and an aggregate of
56.8% of the Issuer's shares of Class A Common Stock, assuming
conversion of all of the shares of Class B Common Stock owned by
the Reporting Person or over which it has voting control (solely
with respect to the election of the board of directors of the
Issuer) into Class A Common Stock. The shares of Class B Common
Stock owned by the Reporting Person represent 51.9% of the
combined voting power of the Issuer's shares of Class A Common
Stock and Class B Common Stock; the shares of Class B Common
Stock owned by the Reporting Person or over which the Reporting
Person has voting control (solely with respect to the election
of the board of directors of the Issuer) represent an aggregate
of 92.9% of the combined voting power of the Issuer's shares of
Class A Common Stock and Class B Common Stock; each share of
Class A Common Stock is entitled to one vote and each share of
Class B Common Stock is entitled to ten votes.
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE> 6
CUSIP No. 265903 10 4 13G Page 6 of 14 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Onex DHC LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Wyoming
NUMBER OF 5 SOLE VOTING POWER
SHARES None
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 2,791,364 shares of Class A Common Stock
issuable upon conversion of Class B Common
EACH Stock of the Issuer (each share of Class B
Common Stock is presently convertible into
REPORTING a share of Class A Common Stock),
including 996,451 shares of Class A Common
PERSON Stock issuable upon conversion of Class B
Common Stock of the Issuer which Onex DHC
WITH LLC has voting control over pursuant to a
voting agreement. In addition, Onex DHC
LLC has voting control over an additional
2,206,890 shares of Class B Common Stock
of the Issuer, solely with respect to the
election of the board of directors of the
Issuer.
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
2,791,364 shares of Class A Common Stock
issuable upon conversion of Class B Common
Stock of the Issuer (each share of Class B
Common Stock is presently convertible into
a share of Class A Common Stock) including
996,451 shares of Class A Common Stock
issuable upon conversion of Class B Common
Stock of the Issuer which Onex DHC LLC has
voting control over pursuant to a voting
agreement. In addition, Onex DHC LLC has
voting control over an additional
2,206,890 shares of Class B Common Stock
of the Issuer, solely with respect to the
election of the board of directors of the
Issuer.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,791,364 shares of Class A Common Stock issuable upon
conversion of Class B Common Stock of the Issuer (each share of
Class B Common Stock is presently convertible into a share of
Class A Common Stock) including 996,451 shares of Class A Common
Stock issuable upon conversion of Class B Common Stock of the
Issuer which Onex DHC LLC has voting control over pursuant to a
voting agreement. In addition, Onex DHC LLC has voting control
over an additional 2,206,890 shares of Class B Common Stock of
the Issuer, solely with respect to the election of the board of
directors of the Issuer.
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
<PAGE> 7
CUSIP No. 265903 10 4 13G Page 7 of 14 Pages
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
42.4% of the Issuer's shares of Class A Common Stock, assuming
conversion of all of the Reporting Person's shares of Class B
Common Stock into Class A Common Stock, and an aggregate of
56.8% of the Issuer's shares of Class A Common Stock, assuming
conversion of all of the shares of Class B Common Stock owned by
the Reporting Person or over which it has voting control (solely
with respect to the election of the board of directors of the
Issuer) into Class A Common Stock. The shares of Class B Common
Stock owned by the Reporting Person represent 51.9% of the
combined voting power of the Issuer's shares of Class A Common
Stock and Class B Common Stock; the shares of Class B Common
Stock owned by the Reporting Person or over which the Reporting
Person has voting control (solely with respect to the election
of the board of directors of the Issuer) represent an aggregate
of 92.9% of the combined voting power of the Issuer's shares of
Class A Common Stock and Class B Common Stock; each share of
Class A Common Stock is entitled to one vote and each share of
Class B Common Stock is entitled to ten votes.
12 TYPE OF REPORTING PERSON*
00
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE> 8
Page 8 of 14 Pages
ITEM 1(a) NAME OF ISSUER:
Dura Automotive Systems, Inc. (the "Company")
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
2791 Research Dr.
Rochester Hills, MI 48309
ITEM 2(a) NAME OF PERSON FILING:
Onex Corporation ("Onex")
Gerald W. Schwartz
Onex DHC LLC ("Onex DHC")
Onex, Mr. Schwartz and Onex DHC are filing the statement
jointly, pursuant to the provisions of Rule 13d-1(f)(1) under
the Securities Exchange Act of 1934, as amended, as separate
persons and not as members of a group. See Exhibit 1 for their
Joint Filing Agreement.
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE:
The address for the principal business office of each of Onex
and Gerald W. Schwartz is:
161 Bay Street
P.O. Box 700
Toronto, Ontario CANADA
M5J 2S1
The address of the principal business office of Onex DHC is:
421 Leader Street
Marion, Ohio 43302
<PAGE> 9
Page 9 of 14 Pages
ITEM 2(c) CITIZENSHIP:
Gerald W. Schwartz is a citizen of Canada. Onex is an Ontario,
Canada corporation. Onex DHC is a Wyoming limited liability
company.
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
Class A Common Stock, $.01 par value per share.
ITEM 2(e) CUSIP NO.:
265903 10 4
ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR
13d-2(b), CHECK WHETHER THE PERSON FILING IS A:
This statement is not filed pursuant to Rules 13d-1(b) or
13d-2(b).
ITEM 4 OWNERSHIP:
(a) Amount Beneficially Owned:
2,791,364 shares of Class A Common Stock issuable upon
conversion of Class B Common Stock of the Issuer (each share
of Class B Common Stock is presently convertible into a share
of Class A Common Stock), including 996,451 shares of Class A
Common Stock issuable upon conversion of Class B Common Stock
of the Issuer which Onex DHC LLC has voting control over
pursuant to a voting agreement. In addition, Onex DHC LLC has
voting control over an additional 2,206,890 shares of Class B
Common Stock of the Issuer, solely with respect to the
election of the board of directors of the Issuer.
(b) Percent of Class:
42.4% of the Issuer's shares of Class A Common Stock, assuming
conversion of all of the Reporting Person's shares of Class B
Common Stock into Class A Common Stock, and an aggregate of
56.8% of the Issuer's shares of Class A Common Stock, assuming
conversion of all of the shares of Class B Common Stock owned
by the Reporting Person or over which it has voting control
(solely with respect to the election of the board of directors
of the Issuer) into Class A Common Stock. The shares of Class
B Common Stock owned by the Reporting Person represent 51.9%
of the combined voting power of the Issuer's shares of Class A
Common Stock and Class B Common Stock; the shares of Class B
Common Stock owned by the Reporting Person or over which the
Reporting Person has voting control (solely
<PAGE> 10
Page 10 of 14 Pages
with respect to the election of the board of directors of the
Issuer) represent an aggregate of 92.9% of the combined voting
power of the Issuer's shares of Class A Common Stock and Class
B Common Stock; each share of Class A Common Stock is entitled
to one vote and each share of Class B Common Stock is entitled
to ten votes.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
2,791,364 shares of Class A Common Stock issuable upon
conversion of Class B Common Stock of the Issuer (each share
of Class B Common Stock is presently convertible into a share
of Class A Common Stock), including 996,451 shares of Class A
Common Stock issuable upon conversion of Class B Common Stock
of the Issuer which Onex DHC LLC has voting control over
pursuant to a voting agreement. In addition, Onex DHC LLC has
voting control over an additional 2,206,890 shares of Class B
Common Stock of the Issuer, solely with respect to the
election of the board of directors of the Issuer.
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared Power to dispose or to direct the disposition of:
2,791,364 shares of Class A Common Stock issuable upon
conversion of Class B Common Stock of the Issuer (each share
of Class B Common Stock is presently convertible into a share
of Class A Common Stock), including 996,451 shares of Class A
Common Stock issuable upon conversion of Class B Common Stock
of the Issuer which Onex DHC LLC has voting control over
pursuant to a voting agreement. In addition, Onex DHC LLC has
voting control over an additional 2,206,890 shares of Class A
Common Stock issuable upon conversion of Class B Common Stock
of the Issuer, solely with respect to the election of the
board of directors of the Issuer.
Onex DHC is the direct beneficial owner of the shares of Class A
Common Stock reported herein issuable upon conversion of Class B
Common Stock of the Issuer; each share of Class B Common Stock is
presently convertible into a share of Class A Common Stock. Onex, as
the direct and indirect owner of approximately 99% of the equity of
DHC, is an indirect beneficial owner of all such shares. Mr.
<PAGE> 11
Page 11 of 14 Pages
Schwartz is the indirect holder of all the issued and outstanding
Multiple Voting Shares of Onex, which are entitled to elect sixty
percent (60%) of the members of Onex's Board of Directors and carry
such number of votes in the aggregate as represents 60% of the
aggregate votes attached to all voting shares of Onex and is thus an
indirect beneficial owner of the shares reported. In November 1990,
Onex DHC purchased 100,000 shares of the Issuer's then existing
common stock. Pursuant to a recapitalization agreement, such shares
were exchanged for 1,794,913 shares of Class B Common Stock upon the
Company's initial public offering of Class A Common Stock. Certain
stockholders of the Company have entered in an agreement pursuant to
which such persons have agreed to vote their shares in the same
manner as Onex DHC. As a result of such voting agreement, each of
the signatories to this statement may be deemed to be a member of a
group that beneficially owns all the shares beneficially owned by
the members of such group. Each of the signatories to this statement
disclaims membership in such group.
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:
No other person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the
shares reported hereunder.
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
<PAGE> 12
Page 12 of 14 Pages
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.
Date: February 14, 1997
ONEX CORPORATION
By: /s/ Donald W. Lewtas
-------------------------------------
Name: Donald W. Lewtas
Title: Authorized Signatory
/s/ Donald W. Lewtas
-----------------------------------------
Authorized signatory for
Gerald W. Schwartz
ONEX DHC LLC
By: /s/ Donald F. West
-------------------------------------
Name: Donald F. West
Title: Authorized Signatory
<PAGE> 13
Page 13 of 14 Pages
Index to Exhibits
PAGE NO. IN
SEQUENTIAL
EXHIBIT NUMBERING SYSTEM
- ------- ----------------
1. Joint Filing Agreement, dated February 14, 1997, among
Onex DHC, Onex and Mr. Schwartz.
2. Power of Attorney incorporated by reference to the
Amendment to Form 4 relating to Dura Automotive
Systems, Inc., filed with the Securities and Exchange
Commission by Onex on September 10, 1996.
3. Power of Attorney incorporated by reference to the
Amendment to Form 4 relating to Dura Automotive
Systems, Inc., filed with the Securities and Exchange
Commission by Mr. Schwartz on September 10, 1996.
<PAGE> 1
Page 14 of 14 Pages
Exhibit 1
AGREEMENT
JOINT FILING OF SCHEDULE 13G
The undersigned hereby agree to file jointly the Statement on
Schedule 13G (the "Statement") relating to the Common Stock, $.01 par value per
share, of Dura Automotive Systems, Inc., and any further amendments thereto
which may be deemed necessary pursuant to Regulation 13D or G promulgated under
Section 13 of the Securities Exchange Act of 1934, as amended.
It is understood and agreed that a copy of this Agreement shall be
attached as an exhibit to the Statement, filed on behalf of each of the parties
hereto.
This Agreement may be executed in multiple counterparts, each of
which shall constitute an original, one and the same instrument.
IN WITNESS WHEREOF, each of the undersigned has executed this
Agreement as of the 14th day of February, 1997.
ONEX DHC LLC
By:/s/ Donald F. West
---------------------------------------
Name: Donald F. West
Title: Authorized Signatory
ONEX CORPORATION
By:/s/ Donald W. Lewtas
---------------------------------------
Name: Donald W. Lewtas
Title: Authorized Signatory
/s/ Donald W. Lewtas
------------------------------------------
Authorized Signatory for
GERALD SCHWARTZ
