-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, mBmjLrpGp9CQRMOveKXUPyzosXNvLYLBgRemdyUlA1A4qsZ5NwyABWe3xOQdfMF8 y04Q/qjcZ9YAcLsUftMHjQ== 0000913827-95-000014.txt : 19950626 0000913827-95-000014.hdr.sgml : 19950626 ACCESSION NUMBER: 0000913827-95-000014 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950623 SROS: NYSE GROUP MEMBERS: BERKSHIRE HATHAWAY INC /DE/ GROUP MEMBERS: BERKSHIRE HATHAWAY INC. GROUP MEMBERS: BLUE CHIP STAMPS GROUP MEMBERS: COLUMBIA INSURANCE COMPANY GROUP MEMBERS: NATIONAL FIRE AND MARINE INSURANCE COMPANY GROUP MEMBERS: NATIONAL INDEMNITY COMPANY GROUP MEMBERS: NATIONAL LIABILITY & FIRE INSURANCE COMPANY GROUP MEMBERS: NEBRASKA FURNITURE MART, INC. GROUP MEMBERS: PRECISION STEEL WAREHOUSE, INC. GROUP MEMBERS: THE FECHHEIMER BROS. COMPANY GROUP MEMBERS: WARREN E. BUFFETT GROUP MEMBERS: WESCO FINANCIAL CORPORATION GROUP MEMBERS: WESCO HOLDINGS MIDWEST, INC. GROUP MEMBERS: WESCO-FINANCIAL INSURANCE COMPANY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHAMPION INTERNATIONAL CORP CENTRAL INDEX KEY: 0000019150 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 131427390 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-06641 FILM NUMBER: 95548835 BUSINESS ADDRESS: STREET 1: ONE CHAMPION PLAZA CITY: STAMFORD STATE: CT ZIP: 06921 BUSINESS PHONE: 2033587000 FORMER COMPANY: FORMER CONFORMED NAME: UNITED STATES PLYWOOD CHAMPION PAPERS IN DATE OF NAME CHANGE: 19720821 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERKSHIRE HATHAWAY INC /DE/ CENTRAL INDEX KEY: 0000109694 STANDARD INDUSTRIAL CLASSIFICATION: BOOKS: PUBLISHING OR PUBLISHING AND PRINTING [2731] IRS NUMBER: 042254452 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1440 KIEWIT PLZ CITY: OMAHA STATE: NE ZIP: 68131 BUSINESS PHONE: 4023461400 MAIL ADDRESS: STREET 1: 1440 KIEWIT PLAZA CITY: OMAHA STATE: NE ZIP: 68131 SC 13D/A 1 Page 1 of 17 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Champion International Corporation (Name of Issuer) Common Stock (Upon conversion of Preference Stock, $92.50 Cumulative Convertible Series, $1.00 Par Value) (Title of Class of Securities) 158525-10-5 (CUSIP Number) Warren E. Buffett Berkshire Hathaway Inc. 1440 Kiewit Plaza, Omaha, Nebraska 68131 (402) 346-1400 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 22, 1995 (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 [ ]. Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) 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 filed 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). (Continued on following page(s)) Page 2 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Warren E. Buffett, ###-##-#### 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: United States citizen 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: IN Page 3 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Berkshire Hathaway Inc., 04-2254452 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: HC, CO Page 4 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: National Indemnity Company, 47-0355979 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC, AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: IC Page 5 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Columbia Insurance Company, 47-0530077 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: IC Page 6 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: National Liability & Fire Insurance Company, 36-2403971 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Illinois corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: IC Page 7 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Wesco-Financial Insurance Company, 47-0685686 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: IC Page 8 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Blue Chip Stamps, 95-3858923 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: California corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: CO Page 9 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Wesco Financial Corporation, 95-2109453 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC, AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: CO Page 10 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Wesco Holdings Midwest, Inc., 47-0691907 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: CO Page 11 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: The Fechheimer Bros. Company, 31-1000330 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Delaware corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: CO Page 12 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Nebraska Furniture Mart, Inc., 43-0428274 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: CO Page 13 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: National Fire and Marine Insurance Company, 47-6021331 2 Check the appropriate box if a member of a Group*: (a) [X] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC, AF 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Nebraska corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: IC Page 14 of 17 1 Name of Reporting Person: S.S. or I.R.S. Identification No. of Above Person: Precision Steel Warehouse, Inc. 36-3005603 2 Check the appropriate box if a member of a Group*: (a) [ ] (b) [ ] _________________________________________________________________ 3 SEC USE ONLY _________________________________________________________________ 4 Source of Funds*: WC 5 Check box if disclosure of Legal Proceedings is required pursuant to Items 2(d) or (e) [ ] 6 Citizen or place of organization: Illinois corporation 7 Number of shares beneficially owned by each Reporting Person with Sole Voting Power: -0- 8 Number of shares beneficially owned by each Reporting Person with Shared Voting Power: -0- 9 Number of shares beneficially owned by each Reporting Person with Sole Dispositive Power: -0- 10 Number of shares beneficially owned by each Reporting Person with Shared Dispositive Power: -0- 11 Aggregate amount beneficially owned by each Reporting Person: -0- 12 Check Box if the aggregate amount in Row (11) excludes certain shares* [ ] 13 Percent of class represented by amount in Row (11): 0% 14 Type of Reporting Person*: IC Page 15 of 17 Item 1. Security and Issuer. This statement relates to the Common Stock ("Common Stock") of Champion International Corporation ("Champion"), One Champion Plaza, Stamford, Connecticut 06921, issued upon conversion of the shares of the Preference Stock, $92.50 Cumulative Convertible Series, $1.00 par value ("92.50 Preference Stock") previously held by the persons filing this Schedule 13D (the "Filing Persons.") Item 2. Identity and Background. Not applicable. Item 3. Source and Amount of Funds or Other Considerations. Not applicable. Item 4. Purpose of Transaction. Not applicable. Item 5. Interest in Securities of the Issuer. a. As a result of the consummation of the transactions described in Item 5.c below, the Filing Persons no longer beneficially own any shares of Common Stock or $92.50 Preference Stock of Champion. b. Not applicable. c. On June 22, 1995, the Filing Persons elected to convert all of the shares of $92.50 Preference Stock then held by each of such persons into shares of Common Stock of Champion. Each share of $92.50 Preference Stock was converted into 26.31579 shares of Common Stock in accordance with the terms of the Certificate of Incorporation of Champion. Upon the consummation of such conversion, all of such shares of Common Stock were sold by the Filing Persons directly to Champion at a price of $49.125 per share. Dividends accrued but unpaid on the $92.50 Preference Stock were also paid to the holders thereof upon conversion. The following table sets forth, for each of the Filing Persons that previously held shares of $92.50 Preference Stock of record, the aggregate number of shares of $92.50 Preference Stock converted into Common Stock, the aggregate number of shares of Common Stock sold to Champion, and the aggregate proceeds received upon sale of the shares of Common Stock. Page 16 of 17 No. of Shares No. of of $92.50 Shares of Preference Common Aggregate Name Stock Stock Proceeds National Indemnity Company 210,000 5,526,315.90 $271,480,268.59 National Fire and Marine Insurance Company 24,000 631,578.96 31,026,316.41 National Liability & Fire Insurance Company 3,000 78,947.37 3,878,289.55 Nebraska Furniture Mart, Inc. 5,000 131,578.95 6,463,816.92 The Fechheimer Bros. Company 5,000 131,578.95 6,463,816.92 Columbia Insurance Company 30,000 789,473.70 38,782,895.51 Wesco Financial Corporation 8,000 210,526.32 10,342,105.47 Wesco-Financial Insurance Company 12,000 315,789.48 15,513,158.21 Precision Steel Warehouse, Inc. 3,000 78,947.37 3,878,289.55 TOTAL 300,000 7,895,737.00 387,828,955.13 d. Not applicable. e. The Filing Persons ceased to be the beneficial owners of more than five percent of the common stock of Champion on June 22, 1995. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. Not applicable. Item 7. Material to be Filed as Exhibits. Previously filed as paper exhibits. Page 17 of 17 After reasonable inquiry and to the best knowledge and belief of each the undersigned hereby certify that the information set forth in this statement is true, complete and correct. Dated this 23rd day of June, 1995. /s/ Warren E. Buffett Warren E. Buffett BERKSHIRE HATHAWAY INC. NATIONAL INDEMNITY COMPANY By /s/Warren E. Buffett By /s/Warren E. Buffett Warren E. Buffett Warren E. Buffett Chairman of the Board Chairman of the Board NATIONAL FIRE AND MARINE COLUMBIA INSURANCE COMPANY INSURANCE COMPANY By /s/Warren E. Buffett By /s/Warren E. Buffett Warren E. Buffett Warren E. Buffett Chairman of the Board Chairman of the Board WESCO HOLDINGS MIDWEST, INC. By /s/Warren E. Buffett Warren E. Buffett President NATIONAL LIABILITY & FIRE INSURANCE COMPANY, NEBRASKA FURNITURE MART, INC., WESCO FINANCIAL CORPORATION, BLUE CHIP STAMPS, THE FECHHEIMER BROS. COMPANY, PRECISION STEEL WAREHOUSE, INC. AND WESCO-FINANCIAL INSURANCE COMPANY By /s/Warren E. Buffett Warren E. Buffett Attorney-in-Fact -----END PRIVACY-ENHANCED MESSAGE-----