-----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, RVn0YGOhsCdGDw0HknAHiIBM4FwTYi1+0UmfSfe85FTs/1iJ+1RfpV85GVhf0IcX F+yyFFjK1G8yBcy5HhFzbA== 0001104659-03-020765.txt : 20030916 0001104659-03-020765.hdr.sgml : 20030916 20030916120048 ACCESSION NUMBER: 0001104659-03-020765 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030916 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ARCTIC CAT INC CENTRAL INDEX KEY: 0000719866 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS TRANSPORTATION EQUIPMENT [3790] IRS NUMBER: 411443470 STATE OF INCORPORATION: MN FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-41098 FILM NUMBER: 03897051 BUSINESS ADDRESS: STREET 1: 600 BROOKS AVE SOUTH STREET 2: P O BOX 810 CITY: THIEF RIVER FALLS STATE: MN ZIP: 56701 BUSINESS PHONE: 2186818558 FORMER COMPANY: FORMER CONFORMED NAME: ARCTCO INC DATE OF NAME CHANGE: 19940224 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SUZUKI MOTOR CORP CENTRAL INDEX KEY: 0001263521 IRS NUMBER: 880353193 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 300 TAKATSUKA CHO STREET 2: HAMAMATSU SHI SHIZUOKA KEN CITY: JAPAN STATE: M0 ZIP: 432 8611 BUSINESS PHONE: 81534402412 SC 13G/A 1 a03-3393_1sc13ga.htm SC 13G/A

SEC 1745
(02-02)


Potential persons who are to 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.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13G

Estimated average burden hours per response. . 11

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

 

Arctic Cat Inc.

(Name of Issuer)

 

Class B Common Stock, $0.01 par value per share

(Title of Class of Securities)

 

None

(CUSIP Number)

 

September 15, 2003

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[     ]

Rule 13d-1(b)

[     ]

Rule 13d-1(c)

[ X ]

Rule 13d-1(d)

 

*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 the disclosures provided in a prior cover page.

 

The information required in 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.  None

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Suzuki Motor Corporation

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

Not applicable

 

 

(b)

[     ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Japan

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
6,717,000*

 

6.

Shared Voting Power
Not applicable

 

7.

Sole Dispositive Power
6,717,000*

 

8.

Shared Dispositive Power
Not applicable

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
6,717,000*

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
100% of Class B Common Stock

 

 

12.

Type of Reporting Person (See Instructions)
CO

 


*As adjusted for 3:2 stock splits on April 26, 1993 and September 2, 1994.

 

2



 

Pursuant to a Stock Purchase Agreement dated as of July 18, 1988 (the “Stock Purchase Agreement”) between Suzuki Motor Corporation (“Suzuki”) and Arctic Cat Inc. (the “Issuer”), Suzuki purchased 7,560,000 shares (as adjusted for 3:2 stock splits on April 26, 1993 and September 2, 1994) of Class B Common Stock of the Issuer (constituting all outstanding shares of Class B Common Stock).  Class B Common Stock is identical to the regular Common Stock of the Issuer (the “Common Stock”) in all respects except that Suzuki has the right to elect one member of the Board of Directors, which member must be acceptable to the Continuing Directors (as defined in the Issuer’s Articles of Incorporation).  Suzuki does not vote for the election of any other directors of the Issuer.  On all matters other than the election of directors, Suzuki votes as a single class with the holders of the Common Stock and has the number of votes on all matters submitted to the shareholders that is equal to the number of shares of the Common Stock into which the shares of Class B Common Stock are then convertible.  All shares of Class B Common Stock convert into an equal number of shares of the Common Stock upon the occurrence of certain events described in the Stock Purchase Agreement and at the election of the holder.  The Stock Purchase Agreement was filed as Exhibit 10(k) to the Registration Statement on Form S-1 (File No. 33-34984) filed by the Issuer with the Securities and Exchange Commission on June 22, 1990.

 

The purchase of the Class B Common Stock by Suzuki occurred before the Issuer became a reporting company under the Securities Exchange Act of 1934, as amended (the “1934 Act”).  Consequently, this filing is being made in accordance with Rule 13d-1(d) of the 1934 Act.

 

This Amendment No. 2 is being filed to report that on September 15, 2003, Suzuki sold 843,000 shares of the Class B Common Stock back to the Issuer.

 

Item 1.

 

(a)

Name of Issuer
The Issuer to which this Schedule 13G relates is Arctic Cat Inc., a Minnesota corporation.

 

(b)

Address of Issuer’s Principal Executive Offices
The principal executive office of the Issuer is located at 601 Brooks Avenue South, Thief River Falls, MN 56701.

 

Item 2.

 

(a)

Name of Person Filing
Suzuki Motor Corporation

 

(b)

Address of Principal Business Office or, if none, Residence
300 Takatsuka-cho, Hamamatsu-shi, Shizuoka-ken, Japan 432-8611

 

(c)

Citizenship
Japan

 

(d)

Title of Class of Securities
The class of equity securities to which this Schedule 13G relates is the Class B Common Stock, $0.01 par value per share, of Arctic Cat Inc.

 

(e)

CUSIP Number
None

 

3



 

Item 3.

If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:

 

(a)

[  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

[  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

[  ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

[  ]

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

[  ]

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

[  ]

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

[  ]

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 

(h)

[  ]

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

[  ]

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

[  ]

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:

 

 

6,717,000* shares of Class B Common Stock.  The Class B Common Stock is convertible into an equal number of shares of $.01 par value Common Stock upon the occurrence of certain events and at the election of the holder in accordance with the terms and conditions of the Stock Purchase Agreement. 

 

(b)

Percent of class:

 

 

100% of Class B Common Stock; 32% of outstanding shares of all Capital Stock.

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote    6,717,000*

 

 

(ii)

Shared power to vote or to direct the vote    Not applicable

 

 

(iii)

Sole power to dispose or to direct the disposition of    6,717,000*

 

 

(iv)

Shared power to dispose or to direct the disposition of    Not applicable

 


*As adjusted for 3:2 stock splits on April 26, 1993 and September 2, 1994.

 

4



 

Item 5.

Ownership of Five Percent or Less of a Class

Not applicable

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable

 

Item 8.

Identification and Classification of Members of the Group

Not applicable

 

Item 9.

Notice of Dissolution of Group

Not applicable

 

Item 10.

Certification

Not applicable

 

5



 

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.

 

 

September 15, 2003

 

Date

 

 

 

SUZUKI MOTOR CORPORATION

 

 

 

By

/s/ Sokichi Nakano

 

Signature

 


Sokichi Nakano, Executive Vice President

 

Name/Title

 

6


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