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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Onex American Holdings II LLC 421 LEADER STREET MARION, OH 43302 |
X | |||
| ONEX DHC LLC 421 LEADER STREET MARION, OH 43302 |
X | |||
| ONEX CORP 161 BAY STREET, 49TH FLOOR, P.O. BOX 700 TORONTO, ONTARIO CANADA M5J2S1 |
X | |||
| SCHWARTZ GERALD W C/O ONEX CORPORATION 161 BAY STREET, 49TH FLOOR, P.O. BOX 700 TORONTO, ONTARIO CANADA M5J2S1 |
X | |||
| /s/ Donald F. West, Director of Onex American Holdings II LLC | 07/07/2005 | |
| **Signature of Reporting Person | Date | |
| /s/ Donald F. West, Representative of Onex DHC LLC | 07/07/2005 | |
| **Signature of Reporting Person | Date | |
| /s/ Donald Lewtas, Authorized Signatory for Onex Corporation | 07/07/2005 | |
| **Signature of Reporting Person | Date | |
| /s/ Donald Lewtas, attorney-in-fact for Gerald W. Schwartz | 07/07/2005 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | This report relates to the 2,679,514 shares sold by Onex American Holdings II LLC ("OAH") in the underwritten public offering of Commercial Vehicle Group, Inc. on July 6, 2005 (the "Offering"). |
| (2) | This report relates to the 1,252,166 shares sold by Onex DHC LLC ("DHC") in the Offering. |
| (3) | This report relates to the shares of common stock indirectly sold in the Offering by OAH. Includes (collectively, the "MIP Shares") 117,143 shares held of record by Bostrom Executive Investco LLC ("Bostrom EI"), 82,155 shares held of record by CVS Executive Investco LLC ("CVS EI"), 48,642 shares held of record by Trim Systems Executive Investco LLC ("Trim EI"), 41,479 shares held of record by Trim Systems Executive Investco II LLC ("Trim EI II"), 27,282 shares held of record by Bostrom Partners LP ("Bostrom LP") and 19,133 shares held of record by CVS Partners LP ("CVS LP"). OAH is (i) the direct owner of all of the equity percentage interests of each of Bostrom EI, CVS EI, Trim EI, Trim EI II and (ii) the direct owner of Onex American Holdings GP LLC, the general partner of Bostrom LP and CVS LP. |
| (4) | This report relates to the shares of common stock indirectly sold in the Offering by Onex Corporation ("Onex") and includes the MIP Shares and the shares of common stock directly sold in the Offering by OAH, DHC and Hidden Creek Industries ("HCI"). Onex is (i) the owner of all of the issued and outstanding shares of OAH, (ii) the direct and indirect owner of approximately 99% of the equity of DHC, (iii) the indirect owner of 100% of the equity percentage interests of each of Bostrom EI, CVS EI, Trim EI, Trim EI II, (iv) the indirect owner of Onex American Holdings GP LLC, the general partner of Bostrom LP and CVS LP and (v) the owner of all of the issued and outstanding shares of OMI Partnership Holdings Ltd., the direct owner of 99.8% of the economics and 100% of the voting interests of HCI. |
| (5) | This report relates to the shares of common stock indirectly sold in the Offering by Gerald W. Schwartz ("Mr. Schwartz") and includes the MIP shares, the shares of common stock directly sold in the Offering by OAH, DHC and HCI, and the shares directly sold in the Offering by Onex Advisors III LLC ("OAIII LLC"). Mr. Schwartz is the indirect holder of all the issued and outstanding Multiple Voting shares of Onex, which are entitled to elect sixty percent (60%) of the members of Onex's Board of Directors and carry such number of votes in the aggregate as represents 60% of the aggregate votes attached to all voting shares of Onex. The direct and indirect interests of Onex are described in footnote 4. Mr. Schwartz is the indirect owner of all of the issued and outstanding shares of OAIII LLC. |