-----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, M/WKZHbtr3P50T19K5SyIaMs/CcHuqA0sYT6blGN0nSvD+Pzcn/sBNZuCLGqK4yt 68nnjMvwSLdqeaVM70LjNQ== 0000921530-02-000689.txt : 20021223 0000921530-02-000689.hdr.sgml : 20021223 20021223162927 ACCESSION NUMBER: 0000921530-02-000689 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20021223 GROUP MEMBERS: APOLLO ADVISORS, L.P. GROUP MEMBERS: APOLLO INVESTMENT FUND, L.P. GROUP MEMBERS: LION ADVISORS, L.P. FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: APOLLO INVESTMENT FUND L P CENTRAL INDEX KEY: 0000916145 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 223064907 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O APOLLO ADVISORS LP STREET 2: 1999 AVENUE OF THE STARS SUITE 1900 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 2136122630 MAIL ADDRESS: STREET 1: C/O APOLLO ADVISORS LP STREET 2: TWO MANHATTANVILLE ROAD CITY: PURCHASE STATE: NY ZIP: 10577 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SAMSONITE CORP/FL CENTRAL INDEX KEY: 0000914478 STANDARD INDUSTRIAL CLASSIFICATION: LEATHER & LEATHER PRODUCTS [3100] IRS NUMBER: 363511556 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46490 FILM NUMBER: 02867202 BUSINESS ADDRESS: STREET 1: 11200 EAST 45TH AVENUE CITY: DENVER STATE: CO ZIP: 53141-1410 BUSINESS PHONE: 3033732000 MAIL ADDRESS: STREET 1: 11200 EAST 45TH AVENUE CITY: DENVER STATE: CO ZIP: 53141-1410 FORMER COMPANY: FORMER CONFORMED NAME: ASTRUM INTERNATIONAL CORP DATE OF NAME CHANGE: 19931105 SC 13D/A 1 schedule13d-a3_122002.txt SCHEDULE 13DA3 122002 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* SAMSONITE CORPORATION --------------------- (Name of Issuer) Common Stock, par value $0.01 per share --------------------------------------- (Title of Class of Securities) 79604V105 --------- (CUSIP Number) Louis Vitali, Esq. Akin Gump Strauss Hauer & Feld LLP 590 Madison Avenue New York, New York 10022 (212) 872-1000 -------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 20, 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.ss.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 ss.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). Continued on following page(s) Page 1 of 6 Pages SCHEDULE 13D CUSIP No. 79604V105 Page 2 of 6 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) APOLLO INVESTMENT FUND, L.P. 2 Check the Appropriate Box if a Member of a Group (See Instructions) a. [ ] b. [X] 3 SEC Use Only 4 Source of Funds (See Instructions) Not Applicable 5 Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware 7 Sole Voting Power Number of Shares 0 Beneficially Owned by 8 Shared Voting Power Each Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 0 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ] 13 Percent of Class Represented By Amount in Row (11) 0% 14 Type of Reporting Person (See Instructions) PN SCHEDULE 13D CUSIP No. 79604V105 Page 3 of 6 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) APOLLO ADVISORS, L.P. 2 Check the Appropriate Box if a Member of a Group (See Instructions) a. [ ] b. [X] 3 SEC Use Only 4 Source of Funds (See Instructions) Not Applicable 5 Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware 7 Sole Voting Power Number of Shares 0 Beneficially Owned by 8 Shared Voting Power Each Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 0 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ] 13 Percent of Class Represented By Amount in Row (11) 0% 14 Type of Reporting Person (See Instructions) PN SCHEDULE 13D CUSIP No. 79604V105 Page 4 of 6 Pages 1 Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) LION ADVISORS, L.P. 2 Check the Appropriate Box if a Member of a Group (See Instructions) a. [ ] b. [X] 3 SEC Use Only 4 Source of Funds (See Instructions) Not Applicable 5 Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware 7 Sole Voting Power Number of Shares 0 Beneficially Owned by 8 Shared Voting Power Each Reporting 0 Person With 9 Sole Dispositive Power 0 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 0 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ] 13 Percent of Class Represented By Amount in Row (11) 0% 14 Type of Reporting Person (See Instructions) PN Page 5 of 6 Pages This Amendment No. 3 to Schedule 13D relates to shares of common stock, par value $0.01 per share ("Shares"), of Samsonite Corporation (the "Issuer"). This Amendment No. 3 supplementally amends the initial statement on Schedule 13D, dated August 4, 1999, and all amendments thereto (collectively, the "Initial Statement"), filed by the Reporting Persons (as defined herein). This Amendment No. 3 is being filed by the Reporting Persons to report that, as a result of recent dispositions of Shares, the number of Shares of which certain of the Reporting Persons may be deemed the beneficial owner of has decreased by more than one percent of the total number of outstanding Shares. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Initial Statement. The Initial Statement is supplementally amended as follows. Item 2. Identity and Background. This Statement is being filed on behalf of each of the following persons (collectively, the "Reporting Persons"): i) Apollo Investment Fund, L.P. ("AIF"); ii) Apollo Advisors, L.P. ("Advisors"); and iii) Lion Advisors, L.P. ("Lion"). This statement relates to Shares formerly held for the accounts of AIF and Artemis. Item 5. Interest in Securities of the Issuer. (a) and (b) As of the date hereof, the Reporting Persons may not be deemed to be the beneficial owner of any Shares. The beneficial ownership previously attributed to Lion terminated effective June 30, 2001 as a result of the expiration, by its terms, of an underlying investment management agreement. The Reporting Person disposed of an aggregate of 5,945,901 Shares in certain privately-negotiated transactions on December 20, 2002 for an aggregate amount of approximately $33,300. (c) Except for the transactions disclosed in (a) above, there have been no transactions with respect to the Shares since October 24, 2002 (60 days prior to the date hereof) by any of the Reporting Persons. (d) Not Applicable. (e) See (a) above. Page 6 of 6 Pages SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Date: December 23, 2002 APOLLO INVESTMENT FUND, L.P. By: Apollo Advisors, L.P. Its General Partner By: Apollo Capital Management, Inc. Its General Partner By: /s/ Michael D. Weiner ------------------------- Name: Michael D. Weiner Title: Vice President APOLLO ADVISORS, L.P. By: Apollo Capital Management, Inc. Its General Partner By: /s/ Michael D. Weiner ------------------------- Name: Michael D. Weiner Title: Vice President LION ADVISORS, L.P. By: Lion Capital Management, Inc., Its General Partner By: /s/ Michael D. Weiner ------------------------- Name: Michael D. Weiner Title: Vice President -----END PRIVACY-ENHANCED MESSAGE-----