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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT
TO RULE 13d-2(a)
(AMENDMENT NO. 2)(1)
SAFETY 1ST, INC.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Securities)
786475103
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(CUSIP Number)
James T. Byrne, Jr.
Office of the Secretary
Deutsche Banc Alex. Brown
130 Liberty Street
New York, New York 10006
(212) 250-1869
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Copy to:
Harvey M. Eisenberg, Esq.
O'Sullivan Graey & Karabell, LLP
30 Rockefeller Plaza
New York, New York 10112
(212) 408-2400
April 22, 2000
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(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
Note. Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
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(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 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).
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Schedule 13D Amendment No. 2
This Amendment No. 2 amends and supplements the Statement for Notification
by a Five Percent Owner of an Issue on Schedule 13D, as filed with the
Securities and Exchange Commission on August 8, 1997 (the "Schedule 13D") by DB
Capital Partners, Inc. (formerly know as BT Capital Partners, Inc.) ("DB
Capital") with respect to its ownership of the Common Stock, par value $.01 per
share, of Safety 1st Inc. (the "Issuer").
Unless otherwise indicated, the information set forth in the Schedule 13D
remains unchanged and each capitalized term not defined herein shall have the
meaning assigned to such term in the Schedule 13D.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
DB Capital entered into a Tender Agreement, dated as of April 22, 2000,
among Dorel Industries, Inc., a Quebec corporation ("Parent"), Diamond
Acquisition Subsidiary Inc., a Massachusetts corporation and a wholly-owned
subsidiary of Parent (the "Purchaser"), Safety 1st, Inc., a Massachusetts
corporation (the "Company") and certain other stockholders of the Company,
Michael Lerner, Michael Bernstein, Mark Owens, and Bear Stearns & Co., Inc. The
stockholders executing the Tender Agreement collectively own approximately 60%
of the outstanding shares of the Company's common stock. Pursuant to this
agreement, DB Capital is contractually bound to tender its shares in connection
with Purchaser's offer to purchase all of the outstanding shares of the Company
for a purchase price of $13.875 per share.
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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: May 31, 2000
BANKERS TRUST CORPORATION
By: /s/ Joseph Wood
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Name: Joseph Wood
Title: Senior Vice President
