-----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, HXAvZ2ssu7LxQFz058zk2nSHMDfcxLiLMbqOYDGaYMEV0qSqg7Jsor9I/6hUS9YP euN6aN8SBQqzZojbwFtN6Q== 0000950137-07-001019.txt : 20070129 0000950137-07-001019.hdr.sgml : 20070129 20070126202555 ACCESSION NUMBER: 0000950137-07-001019 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070129 DATE AS OF CHANGE: 20070126 GROUP MEMBERS: LED I LLC GROUP MEMBERS: LED II LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ACCO BRANDS CORP CENTRAL INDEX KEY: 0000712034 STANDARD INDUSTRIAL CLASSIFICATION: BLANKBOOKS, LOOSELEAF BINDERS & BOOKBINDING & RELATED WORK [2780] IRS NUMBER: 362704017 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34653 FILM NUMBER: 07558205 BUSINESS ADDRESS: STREET 1: 300 TOWER PARKWAY CITY: LINCOLNSHIRE STATE: IL ZIP: 60069 BUSINESS PHONE: 847-484-4800 MAIL ADDRESS: STREET 1: 300 TOWER PARKWAY CITY: LINCOLNSHIRE STATE: IL ZIP: 60069 FORMER COMPANY: FORMER CONFORMED NAME: ACCO WORLD CORP DATE OF NAME CHANGE: 19830106 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LANE INDUSTRIES INC /DE/ CENTRAL INDEX KEY: 0000941506 IRS NUMBER: 362668230 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1200SHERMER ROAD CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 8472915706 MAIL ADDRESS: STREET 1: 1200 SHERMER ROAD CITY: NORTHBROOK STATE: IL ZIP: 60062 SC 13D/A 1 c11775a6sc13dza.htm AMENDMENT TO SCHEDULE 13D sc13dza
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
 
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 6) 1
Acco Brands Corporation
 
(Name of Issuer)
Common Stock ($0.01 par value) and the associated preferred share purchase rights
 
(Title of Class of Securities)
000081T 10 8
 
(CUSIP Number)
Arthur Schiller
Lane Industries, Inc
One Lane Center
Northbrook, Illinois 60062
(847) 291-5703
 
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 24, 2007
 
(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box  o.
Note:      Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 7 Pages)
 
1        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.
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).

 

SCHEDULE 13D
 
         
    CUSIP No. 000081T 10 8   13D   Page 2 of 7 Pages    

 

           
1   NAMES OF REPORTING PERSONS:

Lane Industries, Inc., a Delaware corporation
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
  36-2668230
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   þ 
  (b)   o 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Delaware
       
  7   SOLE VOTING POWER:
     
NUMBER OF   88,924 shares
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   2,468,172 shares
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   88,924 shares
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    2,468,172 shares
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  2,557,096 shares
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  4.77%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  CO/HC

 

SCHEDULE 13D
 
         
    CUSIP No. 000081T 10 8   13D   Page 3 of 7 Pages    

 

           
1   NAMES OF REPORTING PERSONS:

LED I LLC, a Delaware limited liability company
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
  87-0754776
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   þ 
  (b)   o 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Delaware
       
  7   SOLE VOTING POWER:
     
NUMBER OF   -0-
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   35,259 shares
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   -0-
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    35,259 shares
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  2,557,096 shares
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  4.77%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  OO

 

SCHEDULE 13D
 
         
    CUSIP No. 000081T 10 8   13D   Page 4 of 7 Pages    

 

           
1   NAMES OF REPORTING PERSONS:

LED II LLC, a Delaware limited liability company
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
  87-0754777
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
  (a)   þ 
  (b)   o 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Delaware
       
  7   SOLE VOTING POWER:
     
NUMBER OF   -0-
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   2,432,913 shares
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   -0-
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    2,432,913 shares
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  2,557,096 shares
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  4.77%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  OO

 

Amendment No. 6 to Schedule 13D
     This Amendment No. 6 to Schedule 13D (this “Schedule”) is being filed jointly by Lane Industries, Inc., a Delaware corporation (“Lane”), LED I LLC, a Delaware limited liability company and wholly owned subsidiary of Lane (“LED I”), and LED II LLC, a Delaware limited liability company and wholly owned subsidiary of Lane (“LED II” and, together with LED I and Lane, the “Filing Parties”). This Schedule is being filed for the purpose of reporting the sale of shares of Common Stock by LED I, which sales have resulted in the Filing Parties’ aggregate ownership of the Issuer’s outstanding Common Stock falling below 5%.
     Except as amended hereby, the original Schedule 13D filed by Lane on August 26, 2005, as amended by Amendment No. 1 to Schedule 13D filed on November 23, 2005, Amendment No. 2 to Schedule 13D filed on March 2, 2006, Amendment No. 3 to Schedule 13D filed on March 20, 2006, Amendment No. 4 to Schedule 13D filed on September 28, 2006 and Amendment No. 5 to Schedule 13D filed on November 28, 2006 (the “Original 13D”), remains in full force and effect and shall be read together with this Schedule. Capitalized terms not defined herein shall have the meanings ascribed to them in the Original 13D.
Item 4. Purpose of the Transaction.
Item No. 4 is supplemented and amended as follows:
     This Schedule is being filed pursuant to Rule 13d-1(e) under the Securities Exchange Act of 1934, as amended to report that the Filing Parties’ aggregate ownership of the Issuer’s outstanding Common Stock has fallen below 5% due to the transactions listed in Item 5 below.
Item 5. Interest in Securities of the Issuer.
Item No. 5 is supplemented and amended as follows:
     According to the Issuer’s most recent Quarterly Report on Form 10-Q, as of November 1, 2006, approximately 53,623,543 shares of Common Stock were outstanding.
     (a) and (b) The Filing Parties in the aggregate may be deemed to beneficially own 2,557,096 shares of Common Stock. This number of shares equals 4.77% of the outstanding Common Stock. The Filing Parties in the aggregate may be deemed to have the shared power to vote or direct the vote of and to dispose of or direct the disposition of 2,557,096 shares of Common Stock, which represents approximately 4.77% of the voting power of the Common Stock.
     Lane may be deemed to beneficially own 2,557,096 shares of Common Stock by virtue of the 88,924 shares of Common Stock held directly by Lane and the 2,468,172 shares of Common Stock held directly by LED I and LED II, which entities Lane controls. This number of shares equals 4.77% of the outstanding Common Stock. Lane may be deemed to have the sole power to vote or direct the vote of and to dispose of or direct the disposition of 2,557,096 shares of Common Stock, which represents approximately 4.77% of the voting power of the Common Stock.
     LED I may be deemed to beneficially own 35,259 shares of Common Stock. This number of shares equals 0.07% of the outstanding Common Stock. LED I may be deemed to have the shared power to vote or direct the vote of and to dispose of or direct the disposition of 35,259 shares of Common Stock, which represents approximately 0.07% of the voting power of the Common Stock.
     LED II may be deemed to beneficially own 2,432,913 shares of Common Stock. This number of shares equals 4.54% of the outstanding Common Stock. LED II may be deemed to have the shared power

Page 5 of 7

 

to vote or direct the vote of and to dispose of or direct the disposition of 2,432,913 shares of Common Stock, which represents approximately 4.54% of the voting power of the Common Stock.
     (c) On January 24, 2007, LED I sold a total of 110,000 shares of Common Stock in open market transactions through a broker at an average price of per share of $24.9128. Attached hereto as Appendix II is a detailed trade listing, indicating the number of shares and price.
     On January 25, 2007, LED I sold a total of 40,000 shares of Common Stock in open market transactions through a broker at an average price per share of $24.9298. Attached hereto as Appendix II is a detailed trade listing, indicating the number of shares and price.
     On January 25, 2007, LED I sold a total of 7,625 shares of Common Stock in open market transactions through a broker at an average price per share of $24.7295. Attached hereto as Appendix II is a detailed trade listing, indicating the number of shares and price.
     (d) Not Applicable.
     (e) As of January 24, 2007, the Filing Parties ceased to be the beneficial owners of more than five percent of the shares of Common Stock outstanding and, as a result, the Filing Parties ceased to be subject to beneficial ownership filing requirements under Section 13 of the Securities Exchange Act of 1934, as amended. The Filing Parties do not intend to further amendment to this Schedule to report future activity in the Common Stock, except as may be required by law.
Item 7. Material to be Filed as Exhibits.
     
Exhibit Number   Description
 
    
99.1
  Agreement and Plan of Merger, dated as of March 15, 2005, by and among Fortune Brands, Inc., ACCO World Corporation, Gemini Acquisition Sub, Inc. and General Binding Corporation (incorporated herein by reference to Annex A to the Issuer’s Amendment No. 2 to Registration Statement on Form S-4/A dated July 15, 2005)
 
    
99.2
  Registration Rights Agreement, dated as of March 15, 2005, by and between ACCO World Corporation and Lane Industries, Inc. (incorporated herein by reference to Exhibit 4.2 to the Issuer’s Amendment No. 1 to Registration Statement on Form S-4/A dated June 22, 2005)
 
    
99.3
  Affiliate Letter, dated as of August 2, 2005 between Lane Industries, Inc. and Acco World Corporation*
 
    
99.4
  Contribution Agreement dated as of November 9, 2005, by and among Lane Industries Inc., LED I LLC and LED II LLC**
 
    
99.5
  Confirmation Agreement dated as of November 21, 2005 between LED I LLC and Deutsche Bank AG***
 
    
99.6
  Joint Filing Agreement dated as of November 22, 2005 among Lane Industries Inc., LED I LLC and LED II LLC**
 
    
99.7
  Underwriting Agreement dated September 21, 2006 among Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as representatives of the several underwriters, Acco Brands Corporation and the securityholders listed in Schedule B thereto****
 
    
99.8
  Lock-up Letter Agreement dated September 15, 2006 by Lane Industries, Inc. addressed to ACCO Brands Corporation, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc.****

Page 6 of 7

 

     
 
 
99.9
  Lock-up Letter Agreement dated September 15, 2006 by LED I, LLC addressed to ACCO Brands Corporation, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc.****
 
    
99.10
  Lock-up Letter Agreement dated September 15, 2006 by LED II, LLC addressed to ACCO Brands Corporation, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc.****
 
*   Previously filed with the Original 13D on August 26, 2005.
 
**   Previously filed with Amendment No. 3 to Schedule 13D on March 20, 2006.
 
***   Previously filed with Amendment No. 3 to Schedule 13D on March 20, 2006.
 
****   Previously filed with Amendment No. 4 to Schedule 13D on September 28, 2006

Page 7 of 7

 

SIGNATURES
     After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: January 26, 2007
         
  LANE INDUSTRIES, INC.

 		  
  By:   /s/ Arthur J. Schiller    
    Name:   Arthur J. Schiller   
    Title:   Secretary and General Counsel   

 

 

         
APPENDIX I
INFORMATION CONCERNING DIRECTORS AND EXECUTIVE OFFICERS OF LANE
INDUSTRIES, INC., LED I LLC and LED II LLC
The following table sets forth the name, business address and principal occupation or employment at the present time for each director and executive officer of the Filing Parties, Inc. Unless otherwise noted, each person is a citizen of the United States and each such person’s business address is 1200 Shermer Road, 4th Floor, Northbrook, IL 60062.
A. Lane Industries, Inc.
         
Name and Address   Title   Principal Occupation
 
        
Andrew N. Lane
  Director   Private Investor
19351 Highway 82
Carbondale, Co 81623
        
 
        
Nelson P. Lane
  Director   Private Investor
1286 Spring Creek Road
Silverthorne, CO 80498
        
 
        
James Friedlieb
  Director   Partner, Arthur Andersen
 
        
Arthur Andersen
33 West Monroe Street
Chicago, IL 60603
        
 
        
Harry Mosgrove
  Director   Private Investor and Consultant
8065 Iris Street
Arvada, Colorado 80005
        
 
        
Forrest M. Schneider
  Executive Officer   President and Chief Executive
Officer of Lane Industries, Inc.
 
        
Arthur J. Schiller
  Executive Officer   Secretary & General Counsel of
Lane Industries, Inc.

1

 

         
 
        
Richard R. Fabbrini
  Executive Officer   Senior Vice President and
Chief Financial Officer of
Lane Industries, Inc.
 
        
Jaime Knez
  Executive Officer   Vice President — Treasurer of
Lane Industries, Inc.
 
        
William M. Keating
  Executive Officer   Vice President of Lane
Industries, Inc.
 
        
B. LED I LLC
        
 
        
Forrest M. Schneider
  Executive Officer   President
 
        
Richard R. Fabbrini
  Executive Officer   Vice President
 
        
William M. Keating
  Executive Officer   Vice President
 
        
Arthur J. Schiller
  Executive Officer   Secretary
 
        
Jaime Knez
  Executive Officer   Treasurer
 
        
C. LED II LLC
        
 
        
Forrest M. Schneider
  Executive Officer   President
 
        
Richard R. Fabbrini
  Executive Officer   Vice President
 
        
William M. Keating
  Executive Officer   Vice President
 
        
Arthur J. Schiller
  Executive Officer   Secretary
 
        
Jaime Knez
  Executive Officer   Treasurer

2

 

APPENDIX II
LED I SALES
On January 24, 2007, LED I LLC sold shares of Common Stock in open market transactions through a broker. The total number of shares of Common Stock sold was 110,000 and the average price per share was $24.9128. The following is a list of trades by LED I:
         
Number of    
Shares Sold   Price Per Share
100
  $ 24.81  
300
  $ 24.84  
1200
  $ 24.85  
2000
  $ 24.86  
3580
  $ 24.87  
2520
  $ 24.88  
8600
  $ 24.89  
35100
  $ 24.90  
12300
  $ 24.91  
10500
  $ 24.92  
20100
  $ 24.93  
6500
  $ 24.94  
700
  $ 24.95  
300
  $ 24.96  
300
  $ 24.97  
2100
  $ 24.98  
400
  $ 24.99  
3400
  $ 25.00  
On January 25, 2007, LED I LLC sold shares of Common Stock in open market transactions through a broker. The total number of shares of Common Stock sold was 40,000 and the average price per share was $24.9298. The following is a list of trades by LED I:
         
Number of    
Shares Sold   Price Per Share
100
  $ 25.01  
4200
  $ 25.00  
5100
  $ 24.99  
1600
  $ 24.98  
3100
  $ 24.97  
3900
  $ 24.96  
4500
  $ 24.95  
1500
  $ 24.94  
4500
  $ 24.93  
3800
  $ 24.92  
900
  $ 24.91  
1100
  $ 24.90  
200
  $ 24.81  
800
  $ 24.80  
1000
  $ 24.79  

3

 

         
1000
  $ 24.78  
200
  $ 24.77  
400
  $ 24.75  
300
  $ 24.74  
400
  $ 24.73  
1400
  $ 24.72  
On January 26, 2007, LED I LLC sold shares of Common Stock in open market transactions through a broker. The total number of shares of Common Stock sold was 7,625 and the average price per share was $24.7295. The following is a list of trades by LED I:
         
Number of    
Shares Sold   Price Per Share
2800
  $ 24.75  
1700
  $ 24.74  
600
  $ 24.72  
500
  $ 24.71  
2025
  $ 24.70  

4

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