-----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, R4Na+WxFoSEIsU5JMdQeygTbkVn+1h22FgAiE9DZvhxih2aJDhqEESZMC0SZWA5D 0g41sGHOKkA7k8RTHikFww== 0000891618-02-004357.txt : 20020919 0000891618-02-004357.hdr.sgml : 20020919 20020919133959 ACCESSION NUMBER: 0000891618-02-004357 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020919 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 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LAYNE CHRISTENSEN CO CENTRAL INDEX KEY: 0000888504 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 480920712 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43628 FILM NUMBER: 02767609 BUSINESS ADDRESS: STREET 1: 1900 SHAWNEE MISSION PKWY CITY: MISSION WOODS STATE: KS ZIP: 66205-2001 BUSINESS PHONE: 9133620510 MAIL ADDRESS: STREET 1: 1900 SHAWNEE MISSION PKWY CITY: MISSION WOODS STATE: KS ZIP: 66205-2001 FORMER COMPANY: FORMER CONFORMED NAME: LAYNE INC DATE OF NAME CHANGE: 19930328 SC 13D/A 1 f84507a3sc13dza.htm AMENDMENT NO. 3 TO SCHEDULE 13D Layne Christensen Company Schedule 13D Amendment
 

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. 3)

LAYNE CHRISTENSEN COMPANY


(Name of Issuer)

COMMON STOCK, PAR VALUE $0.01 PER SHARE


(Title of Class of Securities)

521050 10 4


(CUSIP Number)

WILLIAM J. JANETSCHEK
KKR ASSOCIATES, L.P.
C/O KOHLBERG KRAVIS ROBERTS & CO.
9 WEST 57TH STREET
NEW YORK, NEW YORK 10019
(212) 750-8300


(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

COPY TO:

PETER KERMAN
LATHAM & WATKINS
135 COMMONWEALTH DRIVE
MENLO PARK, CALIFORNIA 94025
(650) 328-4600

September 13, 2002


(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 statement because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box   [   ].

 


 

         
CUSIP No. 521050 10 4 SCHEDULE 13D Page 2 of 5 Pages
                 

1   Name of Reporting Person

KKR Associates, L.P.

2 Check the Appropriate Box if a Member of a Group
(a)    [   ]
       
(b)    [X]

3 SEC Use Only


4 Source of Funds

OO

5

Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

[   ]

6 Citizenship or Place of Organization

New York

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

  7 Sole Voting Power

1,730,436 SHARES OF COMMON STOCK

  8 Shared Voting Power

-0- SHARES OF COMMON STOCK

  9 Sole Dispositive Power

1,730,436 SHARES OF COMMON STOCK

  10 Shared Dispositive Power

-0- SHARES OF COMMON STOCK

11   Aggregate Amount Beneficially Owned by Each Reporting Person

1,730,436 SHARES OF COMMON STOCK

12

Check Box if Aggregate Amount in Row (11) Excludes Certain Shares

  [   ]

13 Percent of Class Represented by Amount in Row (11)

14.7%

14 Type of Reporting Person

PN

 


 

     KKR Associates, L.P., a New York limited partnership (“KKR Associates”) hereby amends, as set forth below, its Statement on Schedule 13D dated August 13, 1997 filed with the Securities and Exchange Commission (the “Commission”) on August 25, 1997 (the “Statement”), as amended by Amendment No. 1 to Statement on Schedule 13D dated May 24, 2002 (“Amendment No. 1”) and Amendment No. 2 to Statement on Schedule 13D dated June 4, 2002, relating to the common stock, par value $0.01 per share, of Layne Christensen Company, a Delaware corporation (the “Company”). Capitalized terms used herein that are not otherwise defined shall have the meanings given to them in the Statement and Amendment No. 1.

Item 5. Interest in Securities of the Company.

     The response to Item 5 is amended as follows:

     On September 13, 2002, KKR Associates sold an aggregate of 275,000 shares of Common Stock at a per share price of $9.00 pursuant to a registration statement on Form S-3 under the Securities Act of 1933, as amended. As of the date hereof, KKR Associates owns 1,730,436 shares of Common Stock, which represents 14.7% of the shares of Common Stock issued and outstanding (based on 11,772,350 shares of Common Stock issued and outstanding on August 23, 2002 as reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended July 31, 2002).

     Item 7. Materials to be Filed As Exhibits.

     1. Power of Attorney dated September 20, 1999 (incorporated herein by reference to Exhibit 2 of Amendment No. 1).

Page 3 of 4 Pages


 

SIGNATURES

     After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: September 18, 2002

         
    KKR ASSOCIATES, L.P.
 
    By:   *
       
    Name: Edward A. Gilhuly
Its: General Partner

•     The undersigned, by signing his name hereto, does sign and execute this Amendment No. 3 pursuant to the Power of Attorney executed by Edward A. Gilhuly and filed with the Securities and Exchange Commission as Exhibit 2 to Amendment No. 1.

     
By:   /s/ William J. Janetschek
   
    William J. Janetschek
Attorney-in-fact

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