SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE TO
(Rule 14d-100)
TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934
COLLINS INDUSTRIES, INC.
(Name of Subject Company)
COLLINS INDUSTRIES, INC.
(Name of Filing PersonsOfferor)
COMMON STOCK, PAR VALUE $.10 PER SHARE
(Title of Class of Securities)
194858106
(CUSIP Number of Class of Securities)
Mr. Donald Lynn Collins
President and Chief Executive Officer
15 Compound Drive
Hutchinson, Kansas 67502-4349
(620) 663-5551
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of Bidder)
Copies
to:
Gary D. Gilson, Esq.
Blackwell Sanders Peper Martin LLP
Two Pershing Square
2300 Main Street, Suite 1000
Kansas City, Missouri 64108
(816) 983-8000
CALCULATION OF FILING FEE
Transaction Valuation* $4,950,000 |
Amount of Filing Fee $400.45 |
Amount Previously Paid: | |
Filing Party: | |
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Form or Registration No.: |
Date Filed: |
Check the appropriate boxes below to designate any transactions to which the statement relates:
Check the following box if the filing is a final amendment reporting the results of the tender offer: o
This Tender Offer Statement on Schedule TO relates to an issuer tender offer by Collins Industries, Inc., a Missouri corporation, to purchase up to 1,100,000 shares, or such lesser number of shares as are properly tendered, of its common stock, par value $0.10 per share. The Company is offering to purchase these shares at a price not greater than $4.50 nor less than $3.60 per share, net to the seller in cash, without interest, as specified by shareholders tendering their shares. The Company's tender offer is made upon the terms and subject to the conditions set forth in the Offer to Purchase, dated October 10, 2003 and the related Letter of Transmittal, which, as amended or supplemented from time to time, together constitute the tender offer. This Tender Offer Statement is intended to satisfy the reporting requirements of Rule 13e-4 under the Securities Exchange Act of 1934, as amended.
ITEM 1. SUMMARY TERM SHEET.
The information set forth in the Offer to Purchase under the section captioned "Summary" is incorporated herein by reference.
ITEM 2. SUBJECT COMPANY INFORMATION.
ITEM 3. IDENTITY AND BACKGROUND OF FILING PERSON.
Don
L. Collins, Chairman of the Board, Director
Donald Lynn Collins, President, Chief Executive Officer, Director
Don S. Peters, Director
Arch G. Gothard III, Director
William R. Patterson, Director
Terry L. Clark, Executive Vice President of Operations
Larry W. Sayre, Vice President of Finance and Chief Financial Officer
Rodney T. Nash, Vice President of Engineering
Kent E. Tyler, Vice President of Marketing
ITEM 4. TERMS OF THE TRANSACTION.
ITEM 5. PAST CONTACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS.
ITEM 6. PURPOSES OF THE TRANSACTION AND PLANS OR PROPOSALS.
(a)-(c) | The information set forth in "Section 2.Purpose of and Reasons for the Offer" and "Section 11.Information About Our Shares; Interest of Directors and Executive Officers; Transactions and Arrangements Concerning Shares" of the Offer to Purchase is incorporated herein by reference. |
ITEM 7. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
ITEM 8. INTEREST IN SECURITIES OF THE SUBJECT COMPANY.
(a)-(b) | The information set forth in "Section 11.Information About Our Shares; Interest of Directors and Executive Officers; Transactions and Arrangements Concerning Shares" of the Offer to Purchase is incorporated herein by reference. |
ITEM 9. PERSONS/ASSETS RETAINED, EMPLOYED, COMPENSATED OR USED.
ITEM 10. FINANCIAL STATEMENTS.
(a)-(c) | Not applicable. |
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ITEM 11. ADDITIONAL INFORMATION.
ITEM 12. EXHIBITS.
(a)(1) | Form of Offer to Purchase, dated October 10, 2003. | |
(a)(2) |
Form of Letter of Transmittal (including Certification of Taxpayer Identification Number on Form W-9). |
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(a)(3) |
Notice of Guaranteed Delivery. |
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(a)(4) |
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. |
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(a)(5) |
Form of Letter from Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees to their Clients. |
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(a)(6) |
Form of Memorandum to Restated Tax Deferred Savings Plan Participants and Election Form. |
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(a)(7) |
Form of Letter to Shareholders of Company, dated October 10, 2003, from Donald Lynn Collins, President and Chief Executive Officer of the Company. |
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(a)(8) |
Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9. |
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(a)(9) |
Press Release issued by the Company, dated October 10, 2003. |
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(b)(1) |
Loan and Security Agreement, dated as of May 17, 2002, by and between Collins Industries, Inc. and Fleet Capital Corporation (incorporated herein by reference to Exhibit 10.1 to the Registrant's Report on Form 10-Q for the quarterly period ended July 31, 2002). |
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(b)(2) |
Amendment No. 1 to Loan and Security Agreement, dated May 17, 2002 (incorporated herein by reference to Exhibit 10.9 to the Registrant's Report on Form 10-K for the annual period ended October 31, 2002). |
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(b)(3) |
Amendment No. 2 to Loan and Security Agreement, dated December 31, 2002. |
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(b)(4) |
Amendment No. 3 to Loan and Security Agreement, dated October 9, 2003. |
[Remainder of this page intentionally left blank; signature page follows]
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After due 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: October 10, 2003
COLLINS INDUSTRIES, INC. | |||
By: |
/s/ DONALD LYNN COLLINS Donald Lynn Collins, President and Chief Executive Officer |
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