Exhibit 99.4
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 1)*
Under the Securities Exchange Act of 1934
Safety Components International, Inc.
(Name of Issuer)
Common Stock
(Title of Class Securities)
786474205
(CUSIP Number)
Leonard DiSalvo
Vice President--Finance and CFO
Zapata Corporation
100 Meridian Centre, Suite 350
Rochester, New York 14618
Tel. (585) 242-2000
Copies To:
Gordon E. Forth, Esq.
Woods Oviatt Gilman LLP
700 Crossroads Building
Two State Street
Rochester, New York 14614
Tel. (585) 987-2800
(Name, Address and Telephone Number of Person
Authorized to receive Notices and Communications)
October 2, 2003
------------------ ----------------
(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
Note. Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
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* 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 the disclosures provided in a prior cover page.
The information required in 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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- -----------------------------------------------------------------
(1) NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Zapata Corporation
74-1339132
- -----------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
Instructions)
(a) / /
(b) / /
- -----------------------------------------------------------------
(3) SEC USE ONLY
- -----------------------------------------------------------------
(4) SOURCE OF FUNDS
WC
- -----------------------------------------------------------------
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) / /
- -----------------------------------------------------------------
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
- -----------------------------------------------------------------
(7) SOLE VOTING POWER
4,162,394 shares
---------------------------
NUMBER OF SHARES (8) SHARED VOTING POWER
BENEFICIALLY OWNED BY
EACH REPORTING PERSON 0
---------------------------
WITH (9) SOLE DISPOSITIVE POWER
4,162,394 shares
----------------------------
(10) SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
4,162,394 shares
- ---------------------------------------------------------------------
(12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
(See Instructions) / /
- ---------------------------------------------------------------------
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- -------------------------------------------------------------------------------
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
83.9%
- -------------------------------------------------------------------------------
(14) TYPE OF REPORTING PERSON (See Instructions)
CO
- -------------------------------------------------------------------------------
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This Amendment No. 1 to Schedule 13D ("Amendment No. 1") is being
filed by Zapata Corporation ("Zapata") to amend its original Schedule 13D
(the "Original Schedule 13D") filed by Zapata relating to the common stock,
par value $0.01 per share (the "Common Stock"), of Safety Components
International, Inc., a Delaware corporation (the "Issuer"). This Amendment
No. 1 reports the purchase of additional shares of Common Stock by Zapata.
All other items that remain unchanged from the Original Schedule 13D are not
repeated herein, but are incorporated herein by reference.
Item 1. Security and Issuer.
This statement relates to 4,162,394 shares of the Common Stock of the
Issuer. The Issuer's principal executive office is located at 41 Stevens Street,
Greenville, South Carolina 29605.
Item 3. Source and Amount of Funds or Other Consideration
As of October 6, 2003, Zapata had invested $47.8 million (inclusive of
brokerage commissions) in shares of Common Stock. The source of these funds is
Zapata's working capital.
Item 4. Purpose of the Transaction
Zapata made its initial purchase shares of Common Stock to establish a
significant equity interest in the Issuer. As detailed in this Amendment No. 1,
Zapata has purchased an additional 1,498,489 shares of Common Stock. Depending
upon overall market conditions, other investment opportunities, the availability
of Common Stock at desirable prices, the Issuer's financial condition, business
prospects and other developments concerning the Issuer or Zapata, Zapata may
endeavor to increase its position in the Issuer through, among other things, the
purchase of Common Stock in open market or private transactions (subject to
compliance with applicable law) or to dispose of its Common Stock, in all cases
on such terms and at such times as Zapata deems advisable.
Zapata has contacted the Issuer's management to seek a meeting. Zapata
expects the meeting will take place in the near future. At the meeting Zapata
intends to discuss its investment in the Issuer and representation on the
Issuer's Board of Directors. Depending on Zapata's on-going evaluation of the
Issuer as well as other factors which Zapata deems relevant, Zapata may also
take such other actions as it deems appropriate, including, without limitation,
communicating with other stockholders of the Issuer, presenting proposals for
consideration or nominees for election as directors at a meeting of the Issuer's
stockholders or offering to acquire the Issuer. Zapata reserves the right to
change its intention with respect to any and all matters referred to in this
Item 4. Except as set forth in this Item 4, the Issuer does not have any present
plans or proposals which relate to or would result in any of the matters set
forth in paragraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) As of the date of this Amendment No. 1, Zapata beneficially owns
4,162,394 shares of Common Stock. Based on information contained in the most
recently available filing
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by the Issuer with the Securities and Exchange Commission, such shares
constitute approximately 83.9% of the issued and outstanding shares of Common
Stock. To the knowledge of Zapata, no shares of Common Stock are beneficially
owned by any of the persons enumerated in Instruction C to Schedule 13D.
(b) Zapata has the sole power to vote and sole power to dispose of
4,162,394 shares of Common Stock.
(c) The following is a description of all transactions in the Common
Stock within the last 60 days not previously reported in the Original Schedule
13D. Each transaction was a privately negotiated block purchase by Zapata.
Settlement
Date
of Transaction No. of Shares Price Per Share
-------------- ------------- ---------------
10/7/03 1,498,489 $11.30
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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.
Dated: October 6, 2003
ZAPATA CORPORATION
By: /s/ Leonard DiSalvo
--------------------------------
Name: Leonard DiSalvo
Title: VP--Finance and CFO
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