-----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, ST0L1Nud7g5zTXfMuopTGB3tckfTyquJ3BpmWXict2lXP1AVXvOvECeprQ4OGDph psuXlVRRQSfOEkC9jJiu1Q== 0000893750-98-000022.txt : 19980114 0000893750-98-000022.hdr.sgml : 19980114 ACCESSION NUMBER: 0000893750-98-000022 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980113 SROS: NYSE GROUP MEMBERS: DI ASSOCIATES, L.P. GROUP MEMBERS: KKR ASSOCIATES GROUP MEMBERS: KKR PARTNERS II, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GILLETTE CO CENTRAL INDEX KEY: 0000041499 STANDARD INDUSTRIAL CLASSIFICATION: CUTLERY, HANDTOOLS & GENERAL HARDWARE [3420] IRS NUMBER: 041366970 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-14311 FILM NUMBER: 98505410 BUSINESS ADDRESS: STREET 1: PRUDENTIAL TOWER BLDG STREET 2: SUITE 4800 CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 6174217000 MAIL ADDRESS: STREET 1: PRUDENTIAL TOWER BLDG STREET 2: SUITE 4800 CITY: BOSTON STATE: MA ZIP: 02199 FORMER COMPANY: FORMER CONFORMED NAME: GILLETTE SAFETY RAZOR CO DATE OF NAME CHANGE: 19660911 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KKR ASSOCIATES CENTRAL INDEX KEY: 0000901651 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O KOHLBERG KRAVIS ROBERTS & CO LP STREET 2: 9 WEST 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-750-8300 MAIL ADDRESS: STREET 1: C/O KOHLBER KVRAVIS ROBERTS & CO., L.P., STREET 2: 9 WEST 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* The Gillette Company - ---------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $1.00 per share - ---------------------------------------------------------------------------- (Title of Class of Securities) 375766102 ---------------------------------------- (CUSIP Number) Scott M. Stuart, KKR Associates, DI Associates, L.P., KKR Partners II, L.P. c/o Kohlberg Kravis Roberts & Co. 9 West 57th Street, New York, N.Y. 10019 (212) 750-8300 - ---------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 12, 1998 ---------------------------------------- (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 /__/. 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). AMENDMENT NO. 1 TO SCHEDULE 13D The Statement on Schedule 13D (the "Schedule 13D") relating to the common stock, par value $.01 per share, of The Gillette Company (the "Issuer") as previously filed by the Reporting Persons, consisting of KKR Associates, DI Associates, L.P., and KKR Partners II, L.P., is hereby amended and supplemented with respect to the items set forth below. Capitalized terms used without definition have the meaning ascribed to such terms in the Schedule 13D. Item 4. Purpose of Transaction ---------------------- On January 12, 1998, DI Associates, L.P. and KKR Partners II, L.P. requested that the Issuer effect the registration under the Securities Act of 10,000,000 shares of Issuer Common Stock, plus an additional 1,500,000 shares of Issuer Common Stock for purposes of covering over-allotments (out of a total of 37,154,399 shares of Issuer Common Stock beneficially owned by the Reporting Persons). The ultimate decision whether or not to sell some or all of the Issuer Common Stock for which registration has been requested will depend upon the price obtainable for such securities, subsequent developments affecting the Issuer, the Issuer's business and prospects, general stock market and economic conditions, tax considerations and other factors. More generally, the Reporting Persons intend to review on a continuing basis their investment in the Issuer. Subject to the limitations described in the Schedule 13D, the Reporting Persons may decide to increase or decrease their investment in the Issuer depending upon the price and availability of the Issuer's securities, subsequent developments affecting the Issuer, the Issuer's business and prospects, other investment and business opportunities available to the Reporting Persons, general stock market and economic conditions, tax considerations and other factors. SIGNATURE After reasonable 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. KKR ASSOCIATES By /s/ Scott M. Stuart ------------------------------------ Scott M. Stuart Title: General Partner DI ASSOCIATES, L.P. By KKR Associates General Partner By /s/ Scott M. Stuart ------------------------------------ Scott M. Stuart Title: General Partner KKR PARTNERS II, L.P. By KKR Associates General Partner By /s/ Scott M. Stuart ------------------------------------ Scott M. Stuart Title: General Partner DATED: January 13, 1998 -----END PRIVACY-ENHANCED MESSAGE-----