SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file Number 0-27618
Date of Report (Date of earliest event reported) October 17, 1996
COLUMBUS McKINNON CORPORATION
(Exact name of registrant as specified in its charter)
NEW YORK 16-0547600
_______________________________ _____________________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
140 JOHN JAMES AUDUBON PKWY., AMHERST, NY 14228-1197
________________________________________________________________
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number,
including area code) (716) 689-5400
NOT APPLICABLE
________________________________________________________________
(Former name, former address and former fiscal year,
if changed since last report)
Page 1 of 4
Exhibit Index is on page 3
Item 2. Acquisition or Disposition of Assets
(a) L Acquisition Corporation, a Delaware corporation (the
"Purchaser"), and a wholly owned subsidiary of Columbus McKinnon
Corporation, a New York corporation (the "Company"), has
completed its $24.00 per share cash tender offer for all of the
outstanding shares of Class A Common Stock ("Shares") of
Spreckels Industries, Inc. ("Spreckels") (doing business as Yale
International, Inc.) (including the associated common stock
purchase rights) and all outstanding warrants (the "Warrants") of
Spreckels to purchase Shares. The tender offer expired at
12:00 midnight New York City time on October 16, 1996. On the
close of the tender offer on October 17, 1996, 5,059,055 Shares
(including the associated common stock purchase rights) and
241,162 $1.00 Warrants, 725,971 $15.00 Warrants, 284,164 $11.67
Warrants and 215,000 $9.17 Warrants had been tendered and
acquired by Purchaser. The Shares and Warrants so tendered
represent approximately 72.7 percent of the outstanding Shares
calculated on a fully diluted basis. Pursuant to the terms of
the Agreement and Plan of Merger, the Company will cause the
Purchaser to be merged with and into Spreckels and the holders of
the outstanding Shares will have the right to receive $24.00 per
Share in cash without interest thereon and each holder of a
Warrant will be entitled to receive upon exercise of such Warrant
in accordance with the terms thereof (including payment of the
Exercise Price) $24.00 in cash.
The purchase price of Spreckels was based upon the Company's
evaluation of Spreckels, direct negotiations with members of
Spreckels' management and a fairness opinion rendered by Salomon
Brothers Inc. dated August 23, 1996.
The total funds required to purchase Shares and Warrants
pursuant to the tender offer was $145,076,951. The total funds
which will be required to cash out the remaining holders of
Shares and Warrants through the merger is $48,587,165. The
source of the cash to consummate both the offer and the merger
and to pay fees and expenses related to the offer and the merger
were provided by a combination of long-term notes and a revolving
credit facility by and between Fleet Bank, as agent, and the
Company.
(b) Spreckels, through its subsidiaries, produces a wide
range of industrial products, including hoists, scissor lifts,
mechanical jacks, rotating joints, actuators and circuit
protection devices and has 7 plants with its headquarters in
Charlotte, North Carolina.
Item 7. Financial Statements and Exhibits
(a) Financial statements of the business acquired.
It is impracticable to provide the financial statements
required under Item 7(a) as of the required filing date of Form
8-K. Such required financial statements will be filed under
cover of Form 8-K/A as soon as available and in no event later
than December 31, 1996.
(b) Pro forma financial information.
It is impracticable to provide the pro forma financial
information required pursuant to Article 11 of Regulation S-X
relative to an acquired business in this Form 8-K filing. The
required pro forma financial information will be filed under
cover of Form 8-K/A as soon as available and in no event later
than December 31, 1996.
(c) Exhibits.
(2) Agreement and Plan of Merger dated as of
August 24, 1996, is incorporated by reference to Exhibit (c)(1)
to Schedule 14D-1 filed with the Commission on August 30, 1996 by
the Purchaser.
(99) Text of press release dated October 17, 1996
announcing the closing of the tender offer by the Company for
Spreckels is incorporated by reference to Exhibit (a)(13) to the
Final Amendment to Schedule 14D-1 filed with the Commission on
October 17, 1996 by the Purchaser.
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be
signed on behalf of the undersigned hereunto duly authorized.
COLUMBUS McKINNON CORPORATION
Date: October 30, 1996 By/s/ Robert L. Montgomery, Jr.
Robert L. Montgomery, Jr.
Executive Vice President and
Chief Financial Officer