-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ud8cS6zNssNHZiY0PTtfKvucB+TBmCzFNYlR5tTtzQSCdVqueW/NaOEySzaMOcAb hkKMaahRCU1ECwU8wRflPw== 0000950162-02-000953.txt : 20020807 0000950162-02-000953.hdr.sgml : 20020807 20020807123347 ACCESSION NUMBER: 0000950162-02-000953 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20020807 GROUP MEMBERS: HEARTLAND INDUSTRIAL ASSOCIATES LLC GROUP MEMBERS: HEARTLAND INDUSTRIAL PARTNERS C1 LP GROUP MEMBERS: HEARTLAND INDUSTRIAL PARTNERS E1 LP GROUP MEMBERS: HEARTLAND INDUSTRIAL PARTNERS FF LP GROUP MEMBERS: HEARTLAND INDUSTRIAL PARTNERS K1 LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COLLINS & AIKMAN CORP CENTRAL INDEX KEY: 0000846815 STANDARD INDUSTRIAL CLASSIFICATION: CARPETS AND RUGS [2273] 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: 02721473 BUSINESS ADDRESS: STREET 1: 5755 NEW KING CT CITY: TROY STATE: MI ZIP: 48098 BUSINESS PHONE: 2488242500 MAIL ADDRESS: STREET 1: 5755 NEW KING CT CITY: TROY STATE: MI ZIP: 48098 FORMER COMPANY: FORMER CONFORMED NAME: WCI HOLDINGS CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: COLLINS & AIKMAN HOLDINGS CORP DATE OF NAME CHANGE: 19930114 FORMER COMPANY: FORMER CONFORMED NAME: COLLINS & AIKMAN HOLDINGS CORP/DE DATE OF NAME CHANGE: 19930914 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HEARTLAND INDUSTRIAL PARTNERS L P CENTRAL INDEX KEY: 0001115735 IRS NUMBER: 134098121 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 320 PARK AVE STREET 2: 33RD FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129815613 MAIL ADDRESS: STREET 1: 320 PARK AVE STREET 2: 33RD FL CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D/A 1 colaik13da2080702.txt AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* COLLINS & AIKMAN CORPORATION - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 194830 10 5 - -------------------------------------------------------------------------------- (CUSIP Number) W. Leslie Duffy, Esq. - -------------------------------------------------------------------------------- Jonathan A. Schaffzin, Esq. Cahill Gordon & Reindel 80 Pine Street, New York, NY 10005 (212) 701-3000 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 6, 2002 - -------------------------------------------------------------------------------- (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 ss.240.13d-1(e), 240.13d-1(f) or 240.13d-(1)(g), check the following box / /. *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 the information which would alter the 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). Page 1 of 3 This Amendment No. 2 amends the Schedule 13D (the "Schedule 13D") previously filed with the Securities and Exchange Commission, jointly on behalf of Heartland Industrial Associates L.L.C., a Delaware limited liability company ("HIA"), Heartland Industrial Partners (FF), L.P., a Delaware limited partnership ("HIPFF"), Heartland Industrial Partners (E1), L.P., a Delaware limited partnership ("HIPE1"), Heartland Industrial Partners (K1), L.P., a Delaware limited partnership ("HIPK1"), Heartland Industrial Partners (C1), L.P., a Delaware limited partnership (HIPC1"), and Heartland Industrial Partners, L.P., a Delaware limited partnership ("HIP" and, collectively with HIA, HIPFF, HIPE1 and HIPC1, the "Reporting Heartland Entities"), with respect to the common stock, par value $.01 (the "Common Stock"), of Collins & Aikman Corporation, a Delaware corporation (the "Company"). Capitalized terms used but not otherwise defined herein shall have the meanings heretofore ascribed to them in the Schedule 13D, as amended prior to the date hereof. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of Collins & Aikman Corporation Item 6 is hereby amended and supplemented by adding the following paragraph. On August 6, 2002, HIP, on behalf of itself and the Reporting Heartland Entities, and two members of HIA who are also directors of the Company informed the Company that they may seek to purchase up to an aggregate of 5,000,000 shares of Common Stock. The purchases may be made from time to time in the open market, with the amount and the timing of the purchases depending upon market conditions. The two members are David A. Stockman, the senior managing director of HIP and managing member of HIA, and Daniel P. Tredwell, a senior managing director of HIP. Each of the Reporting Heartland Entities and Messrs. Stockman and Tredwell are making their own individual investment decisions. Messrs. Stockman and Tredwell may determine to make their investments individually or through an investment vehicle and reserve the right to select an investment vehicle managed by HIA. In response, the Company issued a press release, a copy of which is attached hereto as Exhibit 8 hereto. Item 7. Material to be Filed as Exhibits. Exhibit 8. Company Press Release dated August 6, 2002. Page 2 of 3 Signatures 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: August 7, 2002 Heartland Industrial Associates L.L.C. Heartland Industrial Partners (FF), L.P., Heartland Industrial Partners (E1), L.P., Heartland Industrial Partners (K1), L.P., Heartland Industrial Partners (C1), L.P., Heartland Industrial Partners, L.P. By: /s/ David A. Stockman --------------------------------------------- David A. Stockman Page 3 of 3 EX-8 3 colaik13daex8.txt PRESS RELEASE [COMPANY'S LOGO] Collins & Aikman Announces Heartland's Plan to Purchase Additional Common Shares TROY, MICHIGAN, August 6, 2002 -- Collins & Aikman Corporation (NYSE:CKC) announced today that it has been advised by Heartland Industrial Partners, L.P., its largest shareholder, that Heartland and certain directors of the Company associated with Heartland may seek to purchase up to an aggregate of 5,000,000 shares of the Company's common stock. The purchases may be made from time to time in the open market, with the amount and the timing of the purchases depending on market conditions, at the direction of Heartland or the particular directors. J. Michael Stepp, Vice Chairman and Chief Financial Officer of Collins & Aikman, commented, "The Company appreciates the support of our largest stockholder and the individual directors that are interested in purchasing additional stock." The directors of the Company indicating that they may purchase shares include David A. Stockman, the Company's non-executive Chairman, and Daniel P. Tredwell. Collins & Aikman Corporation is a global leader in cockpit modules and automotive floor and acoustic systems and a leading supplier of instrument panels, automotive fabric, plastic-based trim, and convertible top systems. The Company's current operations span the globe through 15 countries, more than 120 facilities and over 25,000 employees who are committed to achieving total excellence. Collins & Aikman's high-quality products combine superior design, styling and manufacturing capabilities with NVH "quiet" technologies that are among the most effective in the industry. Information about Collins & Aikman is available on the Internet at www.collinsaikman.com. This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from the anticipated results because of certain risks and uncertainties, including but not limited to general economic conditions in the markets in which Collins & Aikman operates, fluctuations in the production of vehicles for which the Company is a supplier, changes in the popularity of particular car models or particular interior trim packages, the loss of programs on particular car models, labor disputes involving the Company or its significant customers, changes in consumer preferences, dependence on significant automotive customers, the level of competition in the automotive supply industry, pricing pressure from automotive customers, the substantial leverage of the Company and its subsidiaries, limitations imposed by the Company's debt facilities, charges made in connection with the integration of operations acquired by the Company, the implementation of the reorganization plan, risks associated with conducting business in foreign countries and other risks detailed from time-to-time in the Company's Securities and Exchange Commission filings. - ### - -----END PRIVACY-ENHANCED MESSAGE-----