-----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, NM/dgnGE+aHu3eykxZlOCpptdlFnTo7WciWgN7Vpde3lpPWil4KdNRSiFDGcepK1 hCni9+PAWb8y1WCEJ6WukQ== 0000912057-96-016938.txt : 19960812 0000912057-96-016938.hdr.sgml : 19960812 ACCESSION NUMBER: 0000912057-96-016938 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19960809 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRIANGLE PACIFIC CORP CENTRAL INDEX KEY: 0000230602 STANDARD INDUSTRIAL CLASSIFICATION: LUMBER & WOOD PRODUCTS (NO FURNITURE) [2400] IRS NUMBER: 942998971 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-07633 FILM NUMBER: 96607615 BUSINESS ADDRESS: STREET 1: 16803 DALLAS PKWY CITY: DALLAS STATE: TX ZIP: 75266-0100 BUSINESS PHONE: 2149313000 MAIL ADDRESS: STREET 1: 16803 DALLAS PKWY CITY: DALLAS STATE: TX ZIP: 75266-0100 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TCW GROUP INC CENTRAL INDEX KEY: 0000850401 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 865 SOUTH FIGUEROA ST CITY: LOS ANGELES STATE: CA ZIP: 90017 MAIL ADDRESS: STREET 2: 865 SOUTH FIGUEROA STREET CITY: LOS ANGELES STATE: CA ZIP: 90017 SC 13D/A 1 SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 10)* TRIANGLE PACIFIC CORPORATION - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share - ------------------------------------------------------------------------------- (Title of Class of Securities) 895912 10 3 --------------- (CUSIP Number) Michael E. Cahill, Esq. (213) 244-0000 Managing Director & General Counsel 865 South Figueroa Street, Suite 1800 The TCW Group, Inc. Los Angeles, California 90017 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 30, 1996 - ------------------------------------------------------------------------------- (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 /X/. Check the following box if a fee is being paid with the statement / /. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) 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. *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. 895912 10 3 SCHEDULE 13D Page 2 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person THE TCW GROUP, INC. - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds* Not applicable - ------------------------------------------------------------------------------- (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 - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned 1,659,099 by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power 4,250,085 -------------------------------------------------- (9) Sole Dispositive Power 1,659,099 -------------------------------------------------- (10) Shared Dispositive Power 4,250,085 - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 5,909,184 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 40.29% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* HC, CO - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. CUSIP No. 895912 10 3 SCHEDULE 13D Page 3 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person TRUST COMPANY OF THE WEST - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds* Not applicable. - ------------------------------------------------------------------------------- (5) Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization California - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned 482,532 by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power -0- -------------------------------------------------- (9) Sole Dispositive Power 482,532 -------------------------------------------------- (10) Shared Dispositive Power -0- - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 482,532 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 3.29% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* CO - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. CUSIP No. 895912 10 3 SCHEDULE 13D Page 4 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person TCW ASSET MANAGEMENT COMPANY - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds* Not applicable. - ------------------------------------------------------------------------------- (5) Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization California - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned 1,176,567 by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power 4,250,085 -------------------------------------------------- (9) Sole Dispositive Power 1,176,567 -------------------------------------------------- (10) Shared Dispositive Power 4,250,085 - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 5,426,652 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 37.00% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* CO, IA - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. CUSIP No. 895912 10 3 SCHEDULE 13D Page 5 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person TCW SPECIAL CREDITS - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds* Not applicable. - ------------------------------------------------------------------------------- (5) Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization California - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned 837,514 by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power -0- -------------------------------------------------- (9) Sole Dispositive Power 837,514 -------------------------------------------------- (10) Shared Dispositive Power -0- - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 837,514 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 5.71% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* PN, IA - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. CUSIP No. 895912 10 3 SCHEDULE 13D Page 6 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person OAKTREE CAPITAL MANAGEMENT LLC - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds* Not applicable - ------------------------------------------------------------------------------- (5) Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization California - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned 203,271 by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power 4,250,085 -------------------------------------------------- (9) Sole Dispositive Power 203,271 -------------------------------------------------- (10) Shared Dispositive Power 4,250,085 - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 4,453,356 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 30.36% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* IA - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. CUSIP No. 895912 10 3 SCHEDULE 13D Page 7 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person TCW SPECIAL CREDITS FUND III b - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds* Not applicable - ------------------------------------------------------------------------------- (5) Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization California - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned 339,709 by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power -0- -------------------------------------------------- (9) Sole Dispositive Power 339,709 -------------------------------------------------- (10) Shared Dispositive Power -0- - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 339,709 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 2.32% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* PN - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. CUSIP No. 895912 10 3 SCHEDULE 13D Page 8 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person TCW SPECIAL CREDITS FUND V - THE PRINCIPAL FUND - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (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 California - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned -0- by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power 4,250,085 -------------------------------------------------- (9) Sole Dispositive Power -0- -------------------------------------------------- (10) Shared Dispositive Power 4,250,085 - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 4,250,085 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 28.98% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* PN - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. CUSIP No. 895912 10 3 SCHEDULE 13D Page 9 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person TCW SPECIAL CREDITS TRUST - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds* Not applicable - ------------------------------------------------------------------------------- (5) Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization California - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned 337,717 by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power -0- -------------------------------------------------- (9) Sole Dispositive Power 337,717 -------------------------------------------------- (10) Shared Dispositive Power -0- - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 337,717 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 2.30% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* CO - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. CUSIP No. 895912 10 3 SCHEDULE 13D Page 10 of 23 Pages ----------- --- --- - ------------------------------------------------------------------------------- (1) Name of Reporting Person. S.S. or I.R.S. Identification No. of Above Person TCW SPECIAL CREDITS TRUST III b - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member (a) / / of a Group* (b) /X/ - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds* Not applicable - ------------------------------------------------------------------------------- (5) Check box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization California - ------------------------------------------------------------------------------- Number of Shares (7) Sole Voting Power Beneficially Owned 144,815 by Each Reporting -------------------------------------------------- Person With (8) Shared Voting Power -0- -------------------------------------------------- (9) Sole Dispositive Power 144,815 -------------------------------------------------- (10) Shared Dispositive Power -0- - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 114,815 - ------------------------------------------------------------------------------- (12) Check box if the Aggregate Amount in Row (11) Excludes Certain Shares* - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 0.99% - ------------------------------------------------------------------------------- (14) Type of Reporting Person* CO - ------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. ITEM 1. SECURITY AND ISSUER This Statement relates to the Common Stock, par value $0.01 per share ("Common Stock"), of Triangle Pacific Corporation, a Delaware corporation (the "Issuer"). The address of the principal executive office of the Issuer is 16803 Dallas Parkway, Dallas, Texas 75248. ITEM 2. IDENTITY AND BACKGROUND This Statement is filed on behalf of (1) The TCW Group, Inc., a Nevada corporation ("TCWG"); (2) Trust Company of the West, a California corporation and wholly-owned subsidiary of TCWG ("TCW"); (3) TCW Asset Management Company, a California corporation and wholly-owned subsidiary of TCWG ("TAMCO"); (4) TCW Special Credits, a California general partnership of which TAMCO is the managing general partner ("Special Credits"); (5) TCW Special Credits Fund IIIb ("Fund IIIb"), of which Special Credits is the general partner; (6) TCW Special Credits Fund V - The Principal Fund, a California limited partnership of which TAMCO is the general partner ("Principal Fund"); (7) Two California collective investment trusts, TCW Special Credits Trust and TCW Special Credits Trust IIIb (hereinafter referred to as the "Special Credits Trusts") of which TCW is the trustee; and (8) Oaktree Capital Management, LLC, a California limited liability company ("Oaktree"), manager of the Principal Fund pursuant to a subadvisory agreement between TAMCO and Oaktree. Special Credits, Special Credits Trusts and Fund IIIb are hereinafter collectively referred to as the "Special Credits Entities." TCWG, TCW, TAMCO, the Special Credits Entities and the Principal Fund are hereinafter collectively referred to as the "TCW Related Entities." Special Credits is also the investment manager of third party accounts which invest in similar securities as the Special Credit Entities (the "Special Credits Accounts"), and Oaktree is also the investment manager of other third party accounts which hold shares of the Issuer's Common Stock (the "Oaktree Accounts"). TCWG is a holding company of entities involved in the principal business of providing investment advice and management services. TCW is a trust company which provides investment management services, including to the Special Credits Trusts. TAMCO is an investment adviser and provides investment advice and management services to institutional and individual investors, including the Principal Fund. Special Credits provides investment advice and management services to Fund IIIb and Special Credits Accounts. Fund IIIb is an investment partnership which invests in financially distressed entities. The Special Credits Trusts are collective investment trusts which invest in financially distressed entities. The Principal Fund is a limited partnership which invests in entities in which there is a potential for the Principal Fund to exercise significant influence over such entities. The address of the principal business and principal office for the TCW Related Entities is 865 South Figueroa Street, Suite 1800, Los Angeles, California 90017. The Special Credits Entities and the Special Credits Accounts continue to be managed by Special Credits whose general partners include TAMCO and four of the Principals of Oaktree. Pursuant to a subadvisory agreement between TAMCO and Oaktree, the Principal Fund is managed by Oaktree, whose business address is 550 South Hope Street, Suite 2200, Los Angeles, California 90071. The principal business of Oaktree is to provide investment advice and management services to institutional and individual investors. 11 (a)-(c) & (f) (i) The executive officers of TCWG are listed below. The principal business address for each executive officer is 865 South Figueroa Street, Suite 1800, Los Angeles, California, 90017. Each executive officer is a citizen of the United States of America unless otherwise specified below: Executive Officers - ------------------ Robert A. Day Chairman of the Board & Chief Executive Officer Ernest O. Ellison Vice Chairman of the Board Marc I. Stern President Alvin R. Albe, Jr. Executive Vice President, Finance & Administration Thomas E. Larkin, Jr. Executive Vice President Michael E. Cahill Managing Director, General Counsel & Secretary David K. Sandie Managing Director, Chief Financial Officer & Assistant Secretary Schedule I attached hereto and incorporated herein sets forth with respect to each director of TCWG his or her name, residence or business address, citizenship, present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted. (ii) The executive officers and directors of TCW are listed below. The principal business address for each executive officer and director is 865 South Figueroa Street, Suite 1800, Los Angeles, California 90017. Each executive officer is a citizen of the United States of America unless otherwise specified below: Executive Officers & Directors - ------------------------------ Robert A. Day Chairman of the Board & Chief Executive Officer Ernest O. Ellison Director & Vice Chairman Thomas E. Larkin, Jr. Director & President Alvin R. Albe, Jr. Director & Executive Vice President, Finance & Administration Marc I. Stern Director, Executive Vice President, Managing Director & Chief Investment Officer - International Michael E. Cahill Managing Director, General Counsel & Secretary David K. Sandie Managing Director, Chief Financial Officer & Assistant Secretary (iii) The executive officers and directors of TAMCO are listed below. The principal business address for each executive officer, director and portfolio manager is 865 South Figueroa Street, Suite 1800, Los Angeles, California, 90017. Each executive officer and director is a citizen of the United States of America unless otherwise specified below: Executive Officers & Directors - ------------------------------ Robert A. Day Chairman of the Board & Chief Executive Officer Thomas E. Larkin, Jr. Director & Vice Chairman of the Board Marc I. Stern Director, Vice Chairman of the Board & Chief Investment Officer - International Ernest O. Ellison Chief Investment Officer - Domestic Fixed Income Alvin R. Albe, Jr. Director, Executive Vice President, Finance & Administration Michael E. Cahill Managing Director, General Counsel & Secretary David K. Sandie Managing Director, Chief Financial Officer & Assistant Secretary Hilary G.D. Lord Senior Vice President, Chief Compliance Officer & Assistant Secretary (iv) The following sets forth with respect to each general partner of Special Credits his name, residence or business address, present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted for. Each general partner who is a natural person is a citizen of the United States of America unless otherwise specified below. 12 TAMCO is the Managing General Partner. See information in paragraph (iii) above. Bruce A. Karsh President and Principal Oaktree Capital Management, LLC 550 South Hope Street Suite 2200 Los Angeles, California 90071 Howard S. Marks Chairman and Principal Oaktree Capital Management, LLC 550 South Hope Street Suite 2200 Los Angeles, California 90071 Sheldon M. Stone Principal Oaktree Capital Management, LLC 550 South Hope Street Suite 2200 Los Angeles, California 90071 David Richard Masson Principal Oaktree Capital Management, LLC 550 South Hope Street Suite 2200 Los Angeles, California 90071 (v) Special Credits is the sole general partner of Fund IIIb. See information in paragraph (iv) above regarding Special Credits and its general partners. (vi) TAMCO is the sole general partner of the Principal Fund. See information in paragraph (iii) above regarding TAMCO and its executive officers and directors. (vii) The members and executive officers of Oaktree and the portfolio managers of Fund IIIb, the Special Credits Accounts and the Principal Fund are listed below. The principal address for each member and executive officer of Oaktree and each Portfolio Manager of the Fund is 550 S. Hope Street, Los Angeles, California 90071. All individuals listed below are citizens of the United States of America. Executive Officers and Members - ------------------------------ Howard S. Marks Chairman and Principal Bruce A. Karsh President and Principal Sheldon M. Stone Principal David Richard Masson Principal Larry Keele Principal David Kirchheimer Managing Director and Chief Financial and Administrative Officer Kenneth Liang Managing Director and General Counsel Portfolio Managers - ------------------ Stephen A. Kaplan Senior Managing Director Bruce A. Karsh President and Principal 13 (d)-(e) During the last five years, neither TCWG, TCW, TAMCO, the Special Credits Entities, the Principal Fund, Oaktree, nor, to the best of their knowledge, any of their respective executive officers, directors and general partners (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceedings 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 finding any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The Principal Fund acquired 188,000, 350,000, 20,000, 10,000, 75,204, 32,000 and 10,027 of the Issuer's Common Stock on August 9, August 2, July 30, July 29, April 17, March 11 and March 5 respectively. Approximately $3,924,500, $7,306,250, $400,000, $198,750, $1,287,869, $528,000 and $165,446, respectively, were used by the Principal Fund from the working capital of the Principal Fund to acquire such shares of Common Stock. On April 10, 1996, Special Credits distributed to TAMCO 154,229 shares of the Issuer's Common Stock previously distributed to Special Credits as incentive payments for managing assets of certain limited partnerships. ITEM 4. PURPOSE OF TRANSACTION The Principal Fund acquired the shares of the Issuer's Common Stock for investment purposes. Based on continuing evaluation of the Issuer's business and prospects, alternative investment opportunities and all other factors deemed relevant, additional shares of the Issuer's Common Stock may be acquired in the open market or in privately negotiated transactions, or some or all of the shares of the Issuer's Common Stock may be sold. Oaktree, Special Credits and the other TCW Related Entities have indicated to the Issuer that they may purchase more shares, but have made no formal proposals which relate to or would result in any of the matters described in Items 4 (a)-(j) of Schedule 13D; however, as part of their ongoing review of investment alternatives, Oaktree, Special Credits and the other TCW Related Entities have not excluded the possibility of considering such matters in the future or formulating a plan with respect to such matters subject to applicable law, and, from time to time, Oaktree, Special Credits or such other TCW Related Entities may hold discussions with or make formal proposals to management or the Board of Directors of the Issuer, other stockholders of the Issuer or other third parties regarding such matters. ITEM 5. INTEREST AND SECURITIES OF THE ISSUER (a) As of the date of this Amendment No. 10 to Schedule 13D, Fund IIIb beneficially owns 339,709 shares of the Issuer's Common Stock which is approximately 2.32% of the outstanding shares of the Issuer's Common Stock; Special Credits, as the general partner of Fund IIIb and the investment manager of the Special Credits Accounts may be deemed to beneficially own 837,514 shares of the Issuer's Common Stock which is approximately 5.71% of the outstanding shares of the Issuer's Common Stock. As of the date of this Amendment No. 10 to Schedule 13D, TCW Special Credits Trust beneficially owns 337,717 shares of the Issuer's Common Stock which is approximately 2.30% of the outstanding shares of the Issuer's Common Stock; and TCW Special Credit Trust IIIb beneficially owns 144,815 shares of the Issuer's Common Stock which is approximately 0.99% of the outstanding shares of the Issuer's Common Stock. TCW, as the trustee of the Special Credits Trusts may be deemed to beneficially own 482,532 shares of the Issuer's Common Stock which is approximately 3.29% of the outstanding shares of the Issuer's Common Stock. As of the date of this Amendment No. 10 to Schedule 13D, the Principal Fund beneficially owns 4,250,085 shares of the Issuer's Common Stock, which is approximately 28.98% of the outstanding shares of the Issuer's Common Stock. 14 TAMCO, as the managing partner of Special Credits and the general partner of the Principal Fund may be deemed to beneficially own shares of the Issuer's Common Stock held by the Special Credit Entities, Special Credit Accounts, and the Principal Fund, all of which constitutes 5,426,652 shares or approximately 37.00% of the outstanding shares of the Issuer's Common Stock. TCWG, as the parent corporation of TCW and TAMCO, may be deemed to beneficially own shares of the Issuer's Common Stock deemed to be owned by the other TCW Related Entities, all of which constitutes 5,909,184 shares of the Issuer's Common Stock (approximately 40.29% of the outstanding shares of the Issuer's Common Stock). TCWG, TCW, TAMCO and Special Credits (except for 339,053 shares owned directly by TAMCO) each disclaims beneficial ownership of the shares of the Issuer's Common Stock reported herein and the filing of this Statement shall not be construed as an admission that any such person or entity is the beneficial owner of any securities covered by this Statement. Oaktree, pursuant to the subadvisory agreement with TAMCO, may be deemed to beneficially own shares of the Issuer's Common Stock held by the Principal Fund, which constitutes 4,250,085 shares or approximately 28.98% of the outstanding shares of the Issuer's Common Stock. Bruce A. Karsh, David Richard Masson, Howard S. Marks and Sheldon M. Stone individually own 124,356, 75,997, 61,894 and 41,401 shares of the Issuer's Common Stock, respectively. Oaktree and each of the foregoing individuals disclaims ownership of the shares of the Issuer's Common Stock reported herein (except for the shares owned directly by such individuals) and the filing of this Statement shall not be construed as an admission that any such person or entity is the beneficial owner of any securities covered by this statement. (b) Special Credits, as the sole general partner of Fund IIIb, has discretionary authority and control over all of the assets of Fund IIIb pursuant to the limited partnership agreement for such limited partnership including the power to vote and dispose of the Issuer's Common Stock held by Fund IIIb. In addition, Special Credits, as the investment manager of the Special Credits Accounts has the discretionary authority and control over all of the assets of such accounts pursuant to the investment management agreement relating to such accounts including the power to vote and dispose of 497,805 shares of the Issuer's Common Stock held in the name of the Special Credits Accounts. Therefore, Special Credits has the power to vote and dispose of 837,514 shares of the Issuer's Common Stock. TAMCO, as the managing general partner of Special Credits also has the power to vote and dispose the shares of Issuer's Common Stock held by Special Credits referenced above. In addition, TAMCO, as general partner of the Principal Fund has discretionary authority and control over all of the assets of the Principal Fund pursuant to the limited partnership agreement for such limited partnership. In addition, TAMCO has the sole authority to vote and dispose of 339,053 shares of the Issuer's Common Stock beneficially owned by TAMCO for its own account. Therefore, TAMCO has the power to vote and dispose of 5,426,652 shares of the Issuer's Common Stock. TCW, as the trustee of the Special Credits Trusts, has discretionary authority and control over all the assets of the Special Credits Trusts pursuant to the trust agreement for such trust including the power to vote and dispose of the Issuer's Common Stock held by the Special Credits Trusts. Therefore, TCW has the power to vote and dispose of 482,532 shares of the Issuer's Common Stock. TCWG, as the parent of TCW and TAMCO, may be deemed to have the power to vote and dispose of the shares of the Issuer's Common Stock that the other TCW Related Entities have power to vote and dispose, all of which constitutes 5,909,184 shares of the Issuer's Common Stock. Oaktree, as the fund manager of the Principal Fund pursuant to the subadvisory agreement between TAMCO and Oaktree, may be deemed to have the power to vote and dispose of certain of the shares of the Issuer's Common Stock that the Principal Fund has power to vote and dispose. In addition, Oaktree, as the investment manager of the Oaktree Accounts, has the discretionary authority and control over all of the assets of the Oaktree Accounts pursuant to the investment management agreements relating to such accounts, including the power to vote and to dispose of 203,271 shares of the Issuer's Common Stock held in the name of the Oaktree Accounts. Therefore, Oaktree has the power to vote and dispose of 4,453,356 shares of the Issuer's Common Stock. (c) Except for the transactions by the Principal Fund, Special Credits and TAMCO described herein, neither Oaktree nor any of the TCW Related Entities, and to the best of their knowledge, none of their respective executive officers, directors or general partners has effected transactions involving the Issuer's Common Stock during the period since the filing of Amendment No. 9 to Schedule 13D filed on behalf of the TCW Related Entities and Oaktree. (d) None 15 (e) Not applicable ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Special Credits, as general partner of Fund IIIb, receives a fee for managing all the assets of Fund IIIb. In addition, Special Credits, as investment manager of the Special Credits Accounts, receives a management fee for managing the assets of each Special Credits Account. Fund IIIb and the Special Credits Accounts have similar investment strategies of investing in financially distressed entities; however, the implementation of these strategies may differ from partnership to partnership and account to account. Certain of the Oaktree Accounts have similar investment strategies of investing in financially distressed entities, while one of the Oaktree Accounts has an investment strategy of investing in high-yield debt instruments but also contributed shares of the Issuer's Common Stock to the account at the inception of its management by Oaktree. TAMCO, as general partner of the Principal Fund, receives a management fee for its management of the Principal Fund. Pursuant to a subadvisory agreement between TAMCO and Oaktree, the Principal Fund is managed by Oaktree, who receives a portion of the management fee received by TAMCO. The Principal Fund's investment strategy is to invest in entities in which there is a potential for the Principal Fund to exercise significant influence over management. In addition, Oaktree, as investment manager of the Oaktree Accounts, receives management fees or incentive fees for managing the assets of each Oaktree Account. TCW, as trustee of Special Credits Trusts, receives a management fee for managing all the assets of Special Credits Trusts. The Special Credits Trusts each have an investment strategy similar to Fund IIIb and Special Credits Accounts in investing in financially distressed entities. However, the implementation of this strategy may differ from entity to entity and account to account. Except to the extent the securities referred to in this Statement constitute assets of the Special Credits Entities and Special Credits Accounts, and the Principal Fund, there are no contracts, understandings or relationships (legal or otherwise) among or between any member of the TCW Related Entities or, to the best of their knowledge, their respective executive officers, directors or general partners or between or among any of such persons and with respect to any securities of the Issuer. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS The following are filed herewith as Exhibits to this Schedule 13D: Exhibit 1.1- Agreement of TCW Related Entities regarding a joint Schedule 13D (and such amendments as may become necessary) with respect to the Common Stock of Triangle Pacific Corporation dated as of July 19, 1995. 16 SIGNATURE After reasonable inquiry and to the best of its or his knowledge and belief, the undersigned certify that the information set forth in this Statement is true, complete and correct. Dated as of the 9th day of August, 1996. THE TCW GROUP, INC. /s/ MOHAN V. PHANSALKAR - --------------------------------------- Mohan V. Phansalkar, Authorized Signatory TRUST COMPANY OF THE WEST /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory TCW ASSET MANAGEMENT COMPANY /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory TCW SPECIAL CREDITS /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of TCW Asset Management Company, the Managing General Partner of TCW Special Credits TCW SPECIAL CREDITS FUND IIIb /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of TCW Asset Management Company, the Managing General Partner of TCW Special Credits, the General Partner of TCW Special Credits Fund IIIb TCW SPECIAL CREDITS FUND V - THE PRINCIPAL FUND /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of TCW Asset Management Company, the Managing General Partner of TCW Special Credits Fund V - The Principal Fund 17 TCW SPECIAL CREDITS TRUST /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of Trust Company of the West, the trustee of TCW Special Credits Trust TCW SPECIAL CREDITS TRUST IIIb /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of Trust Company of the West, the trustee of TCW Special Credits Trust IIIb OAKTREE CAPITAL MANAGEMENT, LLC /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Managing Director and General Counsel 18 SCHEDULE I BOARD OF DIRECTORS OF TCW GROUP, INC. All of the following individuals are directors of TCW Group, Inc. Each director is a citizen of the United States of America unless otherwise specified below: HOWARD P. ALLEN HAROLD R. FRANK Former Chairman & CEO Chairman of the Board Southern California Edison Applied Magnetics Corporation 2244 Walnut Grove Blvd. 75 Robin Hill Rd. Rosemead, CA 91770 Goleta, CA 93017 JOHN M. BRYAN CARLA A. HILLS Partner 1200 19th Street, N.W. Bryan & Edwards 5th Floor 600 Montgomery St., 35th Floor Washington, DC 20036 San Francisco, CA 94111 ROBERT A. DAY DR. HENRY A. KISSINGER Chairman of the Board, Chairman Chairman and Chief Executive Officer Kissinger Associates, Inc. Trust Company of the West 350 Park Ave., 26th Floor 200 Park Avenue, Suite 2200 New York, NY 10022 New York, New York 10166 DAMON P. DE LASZLO, ESQ. KENNETH L. LAY Managing Director of Harwin Enron Corp. Engineers S.A., Chairman & D.P. 1400 Smith Street Advisers Holdings Limited Houston, TX 77002-7369 Byron's Chambers A2 Albany, Piccadilly MICHAEL T. MASIN, ESQ. London W1V 9RD - England Vice Chairman (Citizen of United Kingdom) GTE Corporation One Stamford Forum Stamford, CT 06904 WILLIAM C. EDWARDS EDFRED L. SHANNON, JR. Partner - Bryan & Edwards Investor/Rancher 3000 Sand Hill Road, Suite 190 1000 S. Fremont Ave. Menlo Park, CA 94025 Alhambra, CA 91802 ERNEST O. ELLISON ROBERT G. SIMS Vice Chairman Private Investor Trust Company of the West 11828 Rancho Bernardo, Box 1236 865 South Figueroa St., Suite 1800 San Diego, CA 92128 Los Angeles, California 90017 19 EXHIBIT INDEX Sequential Exhibit Page Number Description Number - ------- ----------- ---------- 1.1 Agreement of TCW Related Entities regarding a joint Schedule 13D (and such amendments as may become necessary) with respect to the Common Stock of Triangle Pacific Corporation dated as of July 19, 1995. 20 EX-1.1 2 EXHIBIT 1.1 EXHIBIT 1 AGREEMENT WHEREAS, The TCW Group, Inc. ("TCWG"), Trust Company of the West ("TCW"), TCW Asset Management Company ("TAMCO"), TCW Special Credits ("Special Credits"), and TCW Special Credits Fund III and TCW Special Credits Fund IIIb (collectively, the "Special Credits Limited Partnerships"), and TCW Special Credits Fund V - The Principal Fund ("The Principal Fund"), and TCW Special Credits Trust and TCW Special Credits Trust IIIb (collectively, Special Credits Trusts"), and Oaktree Capital Management, LLC ("Oaktree"), individually or collectively, may be deemed to be a beneficial owner within the meaning of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), for purposes of Section 13(d) of the Exchange Act of the Common Stock, $0.01 par value per share, of Triangle Pacific Corporation, a Delaware corporation; and WHEREAS, TCWG, TCW, TAMCO, Special Credits, Special Credits Limited Partnerships, Special Credits Trusts, The Principal Fund, and Oaktree each desires to satisfy any filing obligation each may have under Section 13(d) of the Exchange Act by filing a single Schedule 13D pursuant to such Section with respect to each class of securities. NOW THEREFORE, TCWG, TCW, TAMCO, Special Credits, Special Credits Limited Partnerships, Special Credits Trusts, The Principal Fund, and Oaktree agree to file a Schedule 13D under the Exchange Act relating to the Common Stock of Triangle Pacific Corporation and agree further to file any such amendments thereto as may become necessary unless and until such time as one of the parties shall give written notice to the other parties of this Agreement that it wishes to file a separate Schedule 13D relating to the Common Stock of Triangle Pacific, provided that each person on whose behalf the Schedule 13D or any amendment is filed is responsible for the timely filing of such Schedule 13D and any amendments thereto necessitated by the actions or intentions of such person and for the completeness and accuracy of the information pertaining to it and its actions and intentions. The Agreement may be executed in two or more counterparts, each of which shall constitute but one instrument. 21 Dated as of 19th day of July, 1995. THE TCW GROUP, INC. /s/ MICHAEL E. CAHILL - --------------------------------------- Michael E. Cahill Managing Director and General Counsel TRUST COMPANY OF THE WEST /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory TCW ASSET MANAGEMENT COMPANY /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory TCW SPECIAL CREDITS /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of TCW Asset Management Company, the Managing General Partner of TCW Special Credits TCW SPECIAL CREDITS FUND III /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of TCW Asset Management Company, the Managing General Partner of TCW Special Credits, the General Partner of TCW Special Credits Fund III TCW SPECIAL CREDITS FUND IIIb /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of TCW Asset Management Company, the Managing General Partner of TCW Special Credits, the General Partner of TCW Special Credits Fund IIIb 22 TCW SPECIAL CREDITS FUND V - THE PRINCIPAL FUND /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of TCW Asset Management Company, the General Partner of TCW Special Credits Fund V - The Principal Fund TCW SPECIAL CREDITS TRUST /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of Trust Company of the West, the trustee of TCW Special Credits Trust TCW SPECIAL CREDITS TRUST IIIb /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Authorized Signatory of Trust Company of the West, the trustee of TCW Special Credits Trust IIIb OAKTREE CAPITAL MANAGEMENT, LLC /s/ KENNETH LIANG - --------------------------------------- Kenneth Liang, Managing Director and General Counsel 23 -----END PRIVACY-ENHANCED MESSAGE-----