-----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, Cq9PR9acyJUg5LsTNDePGtGcnV6XVaf8UDbBQJBQxF1nxU8/+r2vknW5rZOcvcbE 6oCwF0BMKKszj4yHEz/j2g== 0000897069-98-000035.txt : 19980206 0000897069-98-000035.hdr.sgml : 19980206 ACCESSION NUMBER: 0000897069-98-000035 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980205 SROS: CSX SROS: NYSE GROUP MEMBERS: DONALD A. YACKTMAN GROUP MEMBERS: YACKTMAN ASSET MANAGEMENT CO. GROUP MEMBERS: YACKTMAN FUND INC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BANDAG INC CENTRAL INDEX KEY: 0000009534 STANDARD INDUSTRIAL CLASSIFICATION: TIRES AND INNER TUBES [3011] IRS NUMBER: 420802143 STATE OF INCORPORATION: IA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-32705 FILM NUMBER: 98522266 BUSINESS ADDRESS: STREET 1: 2905 NORTH HIGHWAY 61 STREET 2: BANDAG HEADQUARTERS CITY: MUSCATINE STATE: IA ZIP: 52761-5886 BUSINESS PHONE: 3192621400 MAIL ADDRESS: STREET 1: 2905 N HIGHWAY 61 STREET 2: BANDAG HEADQUARTERS CITY: MUSCATINE STATE: IA ZIP: 52761-5886 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: YACKTMAN FUND INC CENTRAL INDEX KEY: 0000885980 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 303 W MADISON ST CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3126412400 MAIL ADDRESS: STREET 1: 207 E BUFFALO ST STREET 2: STE 400 CITY: MILWAUKEE STATE: WI ZIP: 53202 SC 13G 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* BANDAG, INCORPORATED (Name of Issuer) Class A Common Stock (Title of Class of Securities) 059815308 (CUSIP Number) * 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 disclosure 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). CUSIP No. 059815308 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Donald A. Yacktman 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [x] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF -0- SHARES 6 SHARED VOTING POWER BENEFICIALLY 88,900 (see footnote 1) OWNED BY 7 SOLE DISPOSITIVE POWER EACH -0- REPORTING PERSON 8 SHARED DISPOSITIVE POWER WITH 840,300 (see footnote 1) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 840,300 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] Not Applicable 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.64% (see footnote 2) 12 TYPE OF REPORTING PERSON IN 1 Represents shares beneficially owned by Yacktman Asset Management Co.; the undersigned holds 100% of the outstanding shares of capital stock of Yacktman Asset Management Co. 2 Based upon an aggregate of 11,003,644 shares outstanding at September 30, 1997. CUSIP No. 059815308 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) The Yacktman Funds, Inc. - 36-3831621 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Maryland 5 SOLE VOTING POWER NUMBER OF 734,700 SHARES 6 SHARED VOTING POWER BENEFICIALLY -0- OWNED BY 7 SOLE DISPOSITIVE POWER EACH -0- REPORTING PERSON 8 SHARED DISPOSITIVE POWER WITH -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 734,700 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] Not Applicable 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.68% (see footnote 1) 12 TYPE OF REPORTING PERSON IV 1 Based upon an aggregate of 11,003,644 shares outstanding at September 30, 1997. CUSIP No. 059815308 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Yacktman Asset Management Co. - 36-3780592 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois 5 SOLE VOTING POWER NUMBER OF 88,900 SHARES 6 SHARED VOTING POWER BENEFICIALLY -0- OWNED BY 7 SOLE DISPOSITIVE POWER EACH 840,300 REPORTING PERSON 8 SHARED DISPOSITIVE POWER WITH -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 840,300 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] Not Applicable 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.64% (see footnote 1) 12 TYPE OF REPORTING PERSON IA 1 Based upon an aggregate of 11,003,644 shares outstanding at September 30, 1997. Item 1(a). Name of Issuer: Bandag, Incorporated Item 1(b). Address of Issuer's Principal Executive Offices: 2905 N. Highway 61 Muscatine, Iowa 52761-5886 Item 2(a). Name of Person Filing: The filers of this Schedule 13G are: (i) Donald A. Yacktman ("Yacktman"); (ii) The Yacktman Funds, Inc. ("The Yacktman Funds"), an investment company registered under the Investment Company Act of 1940; and (iii) Yacktman Asset Management Co. ("Yacktman Asset Management"), an investment adviser registered under Section 203 of the Investment Advisers Act of 1940. Yacktman holds 100% of the outstanding shares of capital stock of Yacktman Asset Management. Attached as Exhibit 1 hereto is an agreement among Yacktman, The Yacktman Funds and Yacktman Asset Management that this Schedule 13G is filed on behalf of each of them. Item 2(b). Address of Principal Business Office or, if none, Residence: (for each of Yacktman, The Yacktman Funds and Yacktman Asset Management) 303 West Madison Street Suite 1925 Chicago, Illinois 60606 Item 2(c). Citizenship: Yacktman is a United States citizen. The Yacktman Funds is a Maryland corporation. Yacktman Asset Management is an Illinois corporation. Item 2(d). Title of Class or Securities: Class A Common Stock Item 2(e). CUSIP Number: 059815308 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d- 2(b), check whether the person filing is a: [ ] Broker or Dealer registered under Section 15 of the Act [ ] Bank as defined in Section 3(a)(6) of the Act [ ] Insurance Company as defined in Section 3(a)(19) of the Act [X] Investment Company registered under Section 8 of the Investment Company Act (as to The Yacktman Funds) [X] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (as to Yacktman Asset Management) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund [X] Parent Holding Company (as to Yacktman) [ ] Group [ ] N/A Item 4. Ownership. Donald A. Yacktman (a) Amount Beneficially Owned: 840,300 (b) Percent of Class: 7.64% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: -0- (ii) shared power to vote or to direct the vote: 88,900 (iii) sole power to dispose or to direct the disposition of: -0- (iv) shared power to dispose or to direct the disposition of: 840,300 The Yacktman Funds, Inc. (a) Amount Beneficially Owned: 734,700 (b) Percent of Class: 6.68% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 734,700 (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: -0- (iv) shared power to dispose or to direct the disposition of: -0- Yacktman Asset Management Co. (a) Amount Beneficially Owned: 840,300 (b) Percent of Class: 7.64% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 88,900 (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: 840,300 (iv) shared power to dispose or to direct the disposition of: -0- Item 5. Ownership of Five Percent or Less of a Class. N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person. All securities reported on this Schedule are owned by investment advisory clients of Yacktman Asset Management Co. To its knowledge, only one such client, The Yacktman Funds, Inc., a registered investment company, owns in excess of 5.0% of the shares of Class A Common Stock. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. N/A Item 8. Identification and Classification of Members of the Group. N/A Item 9. Notice of Dissolution of Group. N/A Item 10. Certification. 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. February 5, 1998 Date /s/ Donald A. Yacktman Donald A. Yacktman THE YACKTMAN FUNDS, INC. By: /s/ Donald A. Yacktman Donald A. Yacktman President YACKTMAN ASSET MANAGEMENT CO. By: /s/ Donald A. Yacktman Donald A. Yacktman President EX-99.1 2 EXHIBIT 1 AGREEMENT dated as of February 5, 1998, by and among Donald A. Yacktman ("Yacktman"), Yacktman Asset Management Co., an Illinois corporation ("Yacktman Asset Management") and The Yacktman Funds, Inc., a Maryland corporation (the "Yacktman Funds"). WHEREAS, in accordance with Rule 13d-1(f) of the Securities Exchange Act of 1934 (the "Act"), only one such statement need be filed whenever two or more persons are required to file a statement pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in writing that such statement is filed on behalf of each of them. NOW, THEREFORE, in consideration of the premises and mutual agreements herein contained, the parties hereto agree as follows: Each of Yacktman, Yacktman Asset Management and The Yacktman Funds hereby agree, in accordance with Rule 13d-1(f) under the Act, to file one Statement on Schedule 13G relating to their ownership of the Common Stock of Bandag, Incorporated and hereby further agree that said Statement shall be filed on behalf of each of Yacktman, Yacktman Asset Management and The Yacktman Funds. Nothing herein shall be deemed to be an admission that the parties hereto, or any of them, are members of a "group" (within the meaning of Section 13(d) of the Act and the rules promulgated thereunder) with respect to any securities of Bandag, Incorporated. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. /s/ Donald A. Yacktman Donald A. Yacktman THE YACKTMAN FUNDS, INC. By: /s/ Donald A. Yacktman Donald A. Yacktman President YACKTMAN ASSET MANAGEMENT CO. By: /s/ Donald A. Yacktman Donald A. Yacktman President -----END PRIVACY-ENHANCED MESSAGE-----