0000950135-05-000934.txt : 20120703 0000950135-05-000934.hdr.sgml : 20120703 20050218113507 ACCESSION NUMBER: 0000950135-05-000934 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050218 DATE AS OF CHANGE: 20050218 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COLLINS & AIKMAN CORP CENTRAL INDEX KEY: 0000846815 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 133489233 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-45541 FILM NUMBER: 05626268 BUSINESS ADDRESS: STREET 1: 250 STEPHENSON HWY CITY: TROY STATE: MI ZIP: 48083 BUSINESS PHONE: 2488242500 MAIL ADDRESS: STREET 1: 250 STEPHENSON HWY CITY: TROY STATE: MI ZIP: 48083 FORMER COMPANY: FORMER CONFORMED NAME: COLLINS & AIKMAN HOLDINGS CORP/DE DATE OF NAME CHANGE: 19930914 FORMER COMPANY: FORMER CONFORMED NAME: COLLINS & AIKMAN HOLDINGS CORP DATE OF NAME CHANGE: 19930114 FORMER COMPANY: FORMER CONFORMED NAME: WCI HOLDINGS CORP DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MCCALLUM ELKIN CENTRAL INDEX KEY: 0001085685 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 9786495626 MAIL ADDRESS: STREET 1: JOAN FABRICS CORP STREET 2: 100 VESPER EXECUTIVE PARK CITY: TYNGSBORO STATE: MA ZIP: 01879 SC 13D/A 1 b53740a1sc13dza.txt ELKIN B MCCALLUM RE: COLLINS & AIKMAN CORPORATION OMB APPROVAL OMB Number: 3235-0145 Expires: December 31, 2005 Estimated average burden hours per response. . . 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)* Collins & Aikman Corporation -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.01 par value -------------------------------------------------------------------------------- (Title of Class of Securities) 194830 10 5 -------------------------------------------------------------------------------- (CUSIP Number) Paul Buffum, Esq., Joan Fabrics Corporation, 100 Vesper Executive Park, Tyngsboro, MA 01879 - Telephone (978) 649-5626 -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 15, 2004 -------------------------------------------------------------------------------- (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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-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 Section 240.13d-7 for other parties to whom copies are to be sent. * 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 ("Act") 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). CUSIP No. 194830 10 5 -------------------------------------------------------------------------------- 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Elkin B. McCallum........................................................ -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) .................................................................... (b) .................................................................... -------------------------------------------------------------------------------- 3. SEC Use Only ......................................................................... -------------------------------------------------------------------------------- 4. Source of Funds (See Instructions) ..............N/A........................................................ -------------------------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ...................................................... -------------------------------------------------------------------------------- 6. Citizenship or Place of Organization..........United States.......X...... -------------------------------------------------------------------------------- Number of 7. Sole Voting Power -0- Shares --------------------------------------------------------------- Beneficially 8. Shared Voting Power 3,740,100 Owned by --------------------------------------------------------------- Each 9. Sole Dispositive Power -0- Reporting --------------------------------------------------------------- Person With 10. Shared Dispositive Power 3,740,100 -------------------------------------------------------------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 3,740,100 -------------------------------------------------------------------------------- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ...................................................... -------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11) 4.47% -------------------------------------------------------------------------------- 14. Type of Reporting Person (See Instructions) IN -------------------------------------------------------------------------------- ITEM 1. Security and Issuer The class of equity securities to which this statement on Schedule 13D (the "Statement") relates is the commons stock, par value $.01 per share (the "Common Stock"), of Collins & Aikman Corporation, a Delaware corporation (the "Company"). The principal executive offices of the Company are located at 250 Stephenson Highway, Troy, Michigan 48090 ITEM 2. Identity and Background This Statement is filed by Elkin B. McCallum. Mr. McCallum's business address is 100 Vesper Executive Park, Tyngsboro, Massachusetts 01879. Mr. McCallum is Chairman of the Board of Directors of Joan Fabrics Corporation During the five years prior to the date hereof, Mr. McCallum has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), nor has Mr. McCallum been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which as a result of such proceeding Mr. McCallum was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or findings any violation with respect to such laws. Mr. McCallum is a citizen of the United States. ITEM 3. Source and Amount of Funds or Other Consideration N/A ITEM 4. Purpose of Transaction N/A ITEM 5. Interest in Securities of the Issuer (a) The aggregate number of shares of Common Stock beneficially owned by Mr. McCallum is 3,740,100. This number includes the following securities: 835,400 shares of Common Stock owned directly by Mr. McCallum and his wife Donna McCallum and 2,904,700 shares of Common Stock owned by The McCallum Family Foundation of which Mr. McCallum acts as one of three Trustees. For purposes of Section 13, Mr. McCallum beneficially owns 4.47% of the Company. This percentage is based upon 83,630,000 shares of outstanding Common Stock. (b) Mr. McCallum shares the power to vote or direct the vote of, or to dispose or direct the disposition of 3,740,100 shares of Common Stock. (c) The following transactions were effected from March 21, 2003 until September 15, 2004 when the reporting person ceased to be the beneficial owner of more than five percent (5%) of this class of securities. (See attached) (d) On September 15, 2004, the reporting person ceased to be the beneficial owner of more than five percent (5%) of this class of securities. ITEM 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer In connection with the share acquisition relating to the merger of JAII Acquisition Co. into Joan Automotive Industries, Inc. ("JAI"), Elkin McCallum entered into a Stockholders Agreement, dated as of September 21, 2001, among the Company, Heartland Industrial Partners, L.P. ("Heartland"), Charles Becker, Michael E. McInerney, Jens Hohnel, Joan Fabrics Corporation, JFC Holdings Trust, Donna McCallum and Elkin McCallum (the "Joan Investors"). The Stockholders Agreement does not apply to the shares of the Company currently beneficially owned by the reporting person. The common stock of the Company formerly owned by Joan Fabrics Corporation was also subject to certain rights and restrictions in that certain Registration Rights Agreement dated July 3, 2001 (effective with respect to Joan Fabrics Corporation as of September 21, 2001) among the Company, Charles E. Becker, Michael E. McInerney, Jens Hohnel, Joan Fabrics Corporation, JFC Holdings Trust, Donna McCallum and Elkin McCallum. The Registration Rights Agreement does not apply to the shares of the Company currently beneficially owned by the reporting person ITEM 7. Material to Be Filed as Exhibits N/A 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 18, 2005 Signature /S/ Elkin McCallum ------------------ ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001) DIRECT OWNERSHIP

ELKIN MCCALLUM SHARES PRICE OPEN MARKET SALES -------------- ------ ----- ----------------- March 18, 2004 - sold 211,500 @ $5.5246 Yes March 19, 2004 - sold 75,200 @ $5.5252 " March 31, 2004 - sold 113,300 @ $5.5046 " ELKIN AND DONNA MCCALLUM July 12, 2004 - sold 30,000 @ $ 5.65 " INDIRECT OWNERSHIP THE MCCALLUM FAMILY FOUNDATION March 21, 2003 - sold 17,500 @ $ 4.50 " December 8, 2003 - sold 327,100 @ $4.0884 " December 9, 2003 - sold 100,000 @ $4.0041 " December 10, 2003 - sold 25,000 @ $4.0918 " December 12, 2003 - sold 10,000 @ $ 4.13 " December 16, 2003 - sold 30,000 @ $ 4.00 " JOAN FABRICS CORPORATION May 26, 2004 - sold 11,100 @ $ 5.50 " June 2, 2004 - sold 62,800 @ $5.5212 " June 3, 2004 - sold 76,100 @ $ 5.50 " June 4, 2004 - sold 75,000 @ $ 5.55 " June 7, 2004 - sold 50,900 @ $5.6634 " June 8, 2004 - sold 44,200 @ $5.6575 "

ELKIN MCCALLUM SHARES PRICE OPEN MARKET SALES -------------- ------ ----- ----------------- June 9, 2004 - sold 700 @ $ 5.75 " June 10, 2004 - sold 13,500 @ $5.6956 " June 14, 2004 - sold 18,700 @ $5.5612 " June 15, 2004 - sold 10,000 @ $ 5.50 " June 17, 2004 - sold 37,000 @ $ 5.50 " June 24, 2004 - sold 15,500 @ $ 6.03 " June 25, 2004 - sold 161,900 @ $5.8851 " June 29, 2004 - sold 26,200 @ $5.7724 " June 30, 2004 - sold 30,700 @ $ 5.75 " July 7, 2004 - sold 36,400 @ $5.5508 " July 8, 2004 - sold 29,300 @ $ 5.50 " July 14, 2004 - sold 82,600 @ $5.6970 " July 16, 2004 - sold 4,500 @ 5.6267 " July 19, 2004 - sold 1,600 @ 5.50 " September 13, 2004 - sold 137,100 @ 4.7979 " September 15, 2004 - sold 2,900 @ 4.7879 "