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Page 1 of 11 Pages
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
Amendment No. 1
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Dura Automotive Systems, Inc.
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(Name of Issuer)
Class A Common Stock, par value $.01 per share
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(Title of Class of Securities)
265903 10 4
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(CUSIP Number)
Exhibit Index on page 11
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13G
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CUSIP No. 265903 10 4 Page 2 of 11 Pages
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1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Onex Corporation
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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
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
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5 SOLE VOTING POWER
None
-------------------------------------------------------------
6 SHARED VOTING POWER
1,972,913 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 577,217
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 1,325,390 shares of Class B Common Stock of the
NUMBER OF Issuer, solely with respect to the election of the board
SHARES of directors of the Issuer.
BENEFICIALLY -------------------------------------------------------------
OWNED BY 7 SOLE DISPOSITIVE POWER
EACH REPORTING None
PERSON -------------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
1,972,913 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 577,217
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 1,325,390 shares of Class B Common Stock of the
Issuer, solely with respect to the election of the board
of directors of the Issuer.
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,972,913 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 577,217
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 1,325,390 shares of Class B Common Stock of the
Issuer, solely with respect to the election of the board
of directors of the Issuer.
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
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13G
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CUSIP No. 265903 10 4 Page 3 of 11 Pages
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.0% 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 26.7% 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 46.7% 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 78.65% 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.
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12 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTION BEFORE FILLING OUT!
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13G
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CUSIP No. 265903 10 4 Page 4 of 11 Pages
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1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Gerald W. Schwartz
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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
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
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5 SOLE VOTING POWER
None
-------------------------------------------------------------
6 SHARED VOTING POWER
1,972,913 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 577,217
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 1,325,390 shares of Class B Common Stock of the
NUMBER OF Issuer, solely with respect to the election of the board
SHARES of directors of the Issuer.
BENEFICIALLY -------------------------------------------------------------
OWNED BY 7 SOLE DISPOSITIVE POWER
EACH REPORTING None
PERSON -------------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
1,972,913 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 577,217
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 1,325,390 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
1,972,913 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 577,217
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 1,325,390 shares of Class B Common Stock of the
Issuer, solely with respect to the election of the board
of directors of the Issuer.
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
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<PAGE> 5
13G
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CUSIP No. 265903 10 4 Page 5 of 11 Pages
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.0% 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 26.7% 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 46.7% 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 78.65% 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.
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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13G
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CUSIP No. 265903 10 4 Page 6 of 11 Pages
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1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Onex DHC LLC
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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
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Wyoming
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5 SOLE VOTING POWER
None
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6 SHARED VOTING POWER
1,972,913 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 577,217
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 1,325,390 shares of Class B Common Stock of the
NUMBER OF Issuer, solely with respect to the election of the board
SHARES of directors of the Issuer.
BENEFICIALLY -------------------------------------------------------------
OWNED BY 7 SOLE DISPOSITIVE POWER
EACH REPORTING None
PERSON -------------------------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
1,972,913 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 577,217
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 1,325,390 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
1,972,913 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 577,217
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 1,325,390 shares of Class B Common Stock of the
Issuer, solely with respect to the election of the board
of directors of the Issuer.
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* / /
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13G
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CUSIP No. 265903 10 4 Page 7 of 11 Pages
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.0% 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 26.7% 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 46.7% 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 78.65% 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.
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12 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTION BEFORE FILLING OUT!
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Page 8 of 11 Pages
The Statement on Schedule 13G relating to Dura Automotive Systems, Inc. (the
"Company") is hereby amended to amend and restate the Items set forth below to
read as follows:
ITEM 4 OWNERSHIP:
(a) Amount Beneficially Owned:
1,972,913 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 577,217 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 1,325,390
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:
16.0% 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 26.7% 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 46.7% 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
78.65% 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:
1,972,913 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 577,217 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 1,325,390
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:
1,972,913 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
<PAGE> 9
Page 9 of 11 Pages
share of Class A Common Stock), including 577,217
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 1,325,390 shares 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. 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. 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.
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Page 10 of 11 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 12, 1999
ONEX CORPORATION
By:/s/ Donald W. Lewtas
---------------------------
Name: Donald W. Lewtas
Title: Authorized Signatory
/s/ Donald W. Lewtas
------------------------------
Donald W. Lewtas
Authorized signatory for
Gerald W. Schwartz
ONEX DHC LLC
By:/s/ Donald F. West
---------------------------
Name: Donald F. West
Title: Authorized Signatory
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Page 11 of 11 Pages
Index to Exhibits
EXHIBIT PAGE NO. IN SEQUENTIAL
NUMBERING SYSTEM
1. Joint Filing Agreement, dated February 14,
1997, among Onex DHC, Onex and Mr. Schwartz,
incorporated by reference to the Schedule 13G
relating to Dura Automotive Systems, Inc.,
filed with the Securities and Exchange
Commission by Onex DHC, Onex and Mr. Schwartz
on February 14, 1997.
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.
