-----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, T55KMXkiZ+m0Rad+qb6irSK6f/fLx/YzAOX/Ee1jtz4bQ9zZ8hYLyfMjUy7I/OkK cHN9jWiGDlRJ3jwEFJ1KSw== 0001031523-03-000018.txt : 20030402 0001031523-03-000018.hdr.sgml : 20030402 20030402124102 ACCESSION NUMBER: 0001031523-03-000018 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030402 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SIMPLOT J R CENTRAL INDEX KEY: 0000947911 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 999 MAIN ST CITY: BOISE STATE: IA ZIP: 83702 BUSINESS PHONE: 2083362110 MAIL ADDRESS: STREET 1: 999 MAIN ST CITY: BOISE STATE: IA ZIP: 83702 FORMER COMPANY: FORMER CONFORMED NAME: SIMPLOT J R ET AL DATE OF NAME CHANGE: 19950712 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COMMONWEALTH INDUSTRIES INC/DE/ CENTRAL INDEX KEY: 0000934747 STANDARD INDUSTRIAL CLASSIFICATION: ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS [3350] IRS NUMBER: 133245741 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48064 FILM NUMBER: 03636003 BUSINESS ADDRESS: STREET 1: 500 WEST JEFFERSON STREET STREET 2: 19TH FLOOR CITY: LOUISVILLE STATE: KY ZIP: 40202-2823 BUSINESS PHONE: 502-589-8100 MAIL ADDRESS: STREET 1: 500 WEST JEFFERSON STREET STREET 2: 19TH FLOOR CITY: LOUISVILLE STATE: KY ZIP: 40202-2823 FORMER COMPANY: FORMER CONFORMED NAME: COMMONWEALTH ALUMINUM CORP DATE OF NAME CHANGE: 19941228 SC 13D/A 1 amendmentsixtothirteend.txt SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 6 TO SCHEDULE 13D Under the Securities Exchange Act of 1934 COMMONWEALTH INDUSTRIES, INC. ------------------------------------------- (Name of Issuer) Common Stock ($.01 par value) -------------------------------------- (Title of Class of Securities) 20290410-8 -------------- (CUSIP Number) Ronald N. Graves, Esq. J.R. Simplot Self-Declaration of Revocable Trust 999 Main Street Boise, Idaho 83702 Telephone: (208) 336-2110 --------------------------------- (Names, addresses and telephone numbers of persons authorized to receive notices and communications) March 25, 2003 ----------------- (Date of event which requires filing of this Statement) Page 1 of 8 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 statement because of Sections 240.13d-1(e),240.13d-1(f) or 240.13d-1(g), check the following box: [ ] 1) Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) J.R. Simplot/J.R. Simplot Self Declaration of Revocable Trust 2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) X (b) 3) SEC Use Only 4) Source of Funds 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization US Number of 7) Sole Voting Power 1,594,900 Shares Beneficially 8) Shared Voting Power 0 Owned by Each 9) Sole Dispositive Power 1,594,900 Reporting Person With: 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 1,594,900 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares Page 2 of 8 13) Percent of Class Represented by Amount in Row (11) 9.96% 14) Type of Reporting Person IN 1) Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) JRS Properties L.P. 2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) X (b) 3) SEC Use Only 4) Source of Funds 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization Idaho Number of 7) Sole Voting Power 1,594,900 Shares Beneficially 8) Shared Voting Power 0 Owned by Each 9) Sole Dispositive Power 1,594,900 Reporting Person With: 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person Page 3 of 8 1,594,900 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 9.96% 14) Type of Reporting Person PN 1) Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) JRS Management L.L.C. 2) Check the Appropriate Box if a Member of a Group (See Instructions) (a) X (b) 3) SEC Use Only 4) Source of Funds 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization Idaho Number of 7) Sole Voting Power 1,594,900 Shares Beneficially 8) Shared Voting Power 0 Owned by Each 9) Sole Dispositive Power 1,594,900 Reporting Person With: 10) Shared Dispositive Power 0 Page 4 of 8 11) Aggregate Amount Beneficially Owned by Each Reporting Person 1,594,900 shares 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 9.96% 14) Type of Reporting Person CO ITEM 1. SECURITY AND ISSUER. The class of securities to which this Statement relates is the common stock, par value $.01 per share (the "Stock"), of Commonwealth Industries, Inc. (the "Issuer"), whose address is 500 West Jefferson Street, 19th Floor, Louisville, Kentucky 40202-2823. This Amendment No. 6 amends the Schedule 13D originally filed on March 1, 1999 on behalf of the J.R. Simplot Self- Declaration of Revocable Trust dated December 21, 1989 (the "Trust"), as amended by Amendment No. 1 to Schedule 13D filed on November 12, 1999, as amended by Amendment No. 2 to Schedule 13D filed on December 2, 1999, as amended by Amendment No. 3 to Schedule 13D filed December 29, 1999, as amended by Amendment No. 4 to Schedule 13D filed November 22, 2000, and as amended by Amendment No. 5 to Schedule 13D filed May 30, 2002. The Trust is an inter vivos revocable trust of which Mr. J.R. Simplot ("Mr. Simplot") is the trustee and beneficiary. Mr. Simplot is a U.S. citizen. Mr. Simplot is Chairman Emeritus of, and a consultant to, J.R. Simplot Company, 999 Main Street, Boise, Idaho 83702. The purpose of this Amendment is to report (i) sales of Stock resulting in a one percent change and thereby a reduction in beneficial ownership to less than 10% of the Stock; and (ii) transfer of Stock by the Trust to a new Reporting Person but not involving a change in beneficial ownership. Except as expressly set forth in this Amendment No. 6, the Schedule 13D (as previously amended) remains in effect. ITEM 2. IDENTITY AND BACKGROUND. This amendment is being filed on behalf of the following Reporting Persons: 1) The J.R. Simplot Self-Declaration of Revocable Trust dated December 21, 1989 (the "Trust") and J.R. Simplot ("Mr. Simplot"). Page 5 of 8 2) JRS Properties L.P., an Idaho limited partnership ("JRS Properties") and JRS Management L.L.C., an Idaho limited liability company ("JRS Management"). JRS Management is the sole general partner of JRS Properties and the Trust is the manager of JRS Management. The principal business of JRS Properties and JRS Management is investment, and their principal address is 999 W. Main Street, Suite 1300, Boise, Idaho. During the last five years neither JRS Properties nor JRS Management has been involved in any proceedings required to be disclosed. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) On July 3, 2002, the Trust transferred its Stock to JRS Properties. Mr. Simplot, through the Trust, JRS Properties and JRS Management, now owns and has voting and investment power with respect to 1,594,900 shares of stock. Based upon information contained in the Annual Report on Form 10-K of the Issuer filed March 25, 2003 with the Securities and Exchange Commission for the fiscal year ended December 31 2002 (the "10-K"), the shares owned constitute approximately 9.96% of the 16,010,971 shares of Stock outstanding as of March 7, 2003, as reported in the 10-K. As evidenced by the Form 4 filing on March 25, 2003, the Trust owns less than 10% of the Stock. (b) See Item 5(a). (c) Within the last 60 days, the Trust sold the shares of Stock described below in open market sales through ordinary brokerage transactions:
SALE NO. OF PRICE PER SHARE DATE SHARES (INCLUDING COMMISSIONS) ____________________________________________________ 2/11/03 2,600 $5.50 2/12/03 5,000 5.4842 2/13/03 5,000 5.5588 2/18/03 5,000 5.545 2/19/03 5,000 5.4354 2/20/03 5,000 5.282 2/21/03 5,000 5.275 2/26/03 10,000 5.112 2/27/03 5,000 5.00 3/7/03 2,500 4.90 3/10/03 2,500 5.04 3/11/03 2,500 4.812 3/12/03 2,500 5.122 Page 6 of 8 3/13/03 2,500 5.26 3/14/03 2,500 5.09 3/18/03 2,500 5.48 3/21/03 1,000 5.10 3/24/03 500 5.11 700 5.12 300 5.10 3/25/03 600 5.08 300 5.05 600 5.00 3/26/03 1,500 4.90 3/27/03 700 4.86 800 4.85 3/28/03 1,000 4.59 500 4.50 4/1/03 500 4.62 1,000 4.60
(d - e) Not applicable. After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify the information set forth in this statement is true, complete and correct. The J.R. Simplot Self-Declaration of Revocable Trust By /s/ J.R. Simplot ---------------------------------- J.R. Simplot, Trustee Date: April 1, 2003 By /s/ Stephen A. Beebe ---------------------------------- Stephen A. Beebe, Attorney-in-Fact Date: April 1, 2003 /s/ J.R. Simplot ------------------------------------- J.R. Simplot By /s/ Stephen A. Beebe ---------------------------------- Stephen A. Beebe, Attorney-in-Fact Page 7 of 8 JRS Properties L.P., an Idaho Limited Partnership, by its Sole General Partner JRS Management L.L.C. an Idaho Limited Liability Company by its Manager The J.R. Simplot Self-Declaration of Revocable Trust, dated December 21, 1989, as amended By /s/ J.R. Simplot ---------------------------------- J.R. Simplot, Trustee Date: April 1, 2003 By /s/ Stephen A. Beebe ---------------------------------- Stephen A. Beebe, Attorney-in-Fact Page 8 of 8 -----END PRIVACY-ENHANCED MESSAGE-----