4//SEC Filing
SHAW INDUSTRIES INC 4
Accession 0000950144-00-014840
CIK 0000089498operating
Filed
Dec 10, 7:00 PM ET
Accepted
—
Size
55.1 KB
Accession
0000950144-00-014840
Insider Transaction Report
Form 4
No transactions or holdings reported in this filing.
Footnotes (2)
- [1]THIS GROUP FORM 4 IS BEING FILED TO REFLECT TRANSFERS THAT WERE MADE BY THE JULIAN D. SAUL FAMILY TRUST, THE ANITA SAUL FAMILY TRUST, SHAW FAMILY HOLDINGS, LLC, AND J.C. SHAW, WHICH PARTIES MAY BE DEEMED TO BE PART OF THE GROUP WHICH IS DESCRIBED IN FOOTNOTE 2 BELOW. THE DEEMED FORMATION OF THE ORIGINAL GROUP WAS REPORTED ON A GROUP FORM 3 FILED ON OCTOBER 30, 2000, AND THE ADDITION OF CERTAIN OTHER PARTIES TO SUCH GROUP WAS REPORTED ON A FORM 3 FILED ON DECEMBER 11, 2000. FOR BOTH OF THE ABOVE GROUP FILINGS, MR. ROBERT E. SHAW WAS THE "DESIGNATED FILER," AND FOR CONSISTENCY AND CONVENIENCE, HE IS SERVING AS THE "DESIGNATED FILER" FOR THIS GROUP FORM 4, DESPITE NOT HAVING ANY TRANSACTIONS TO REPORT.
- [2]IN CONNECTION WITH THE PROPOSED ACQUISITION OF SHAW INDUSTRIES, INC. ("SHAW") BY AN INVESTOR GROUP LED BY BERKSHIRE HATHAWAY INC. ("BERKSHIRE"), BERKSHIRE AND SII ACQUISITION, INC. ("SII"), WHICH IS CURRENTLY WHOLLY OWNED BY BERKSHIRE, ENTERED IN (I) A VOTING AGREEMENT, DATED AS OF OCTOBER 19, 2000 (AS AMENDED AND RESTATED AS OF OCTOBER 30, 2000, THE "VOTING AGREEMENT"), WITH EACH OF ROBERT E. SHAW, THE JULIAN D. SAUL FAMILY TRUST, J.C. SHAW, SHAW FAMILY HOLDINGS, LLC, THE LINDA SAUL SCHEJOLA TRUST, JULIUS C. SHAW, JR., R. JULIAN MCCAMY AND ELEANOR SHAW MCCAMY (COLLECTIVELY, THE "VOTING AGREEMENT SHAREHOLDERS"), AND (II) A CONTRIBUTION AND PARTICIPATION AGREEMENT, DATED AS OF OCTOBER 19, 2000 (AS AMENDED AND RESTATED AS OF DECEMBER 1, 2000, THE "CONTRIBUTION AGREEMENT"), WITH EACH OF ROBERT E. SHAW, ROBERT E. SHAW, L.P., ANNA SUE SHAW, ROBERT E. SHAW, JR., SUSAN S. YOUNG, THOMAS TRIPP SHAW, LEWIS CLAYTON SHAW, THE JULIAN D. SAUL FAMILY TRUST, THE ANITA SAUL FAMILY TRUST, THE LITTLE FAMILY LIMITED PARTNERSHIP, WILLIAM C. LUSK, VANCE D. BELL, GERALD EMBRY, SPRIGHT D. HOLLAND, KENNETH G. JACKSON, JEFFREY TODD MEADOWS, PERCY D. MERRITT, HENRY H. LONG, JULIUS C. SHAW, JR. AND ANITA SAUL (COLLECTIVELY, THE "CONTINUING SHAREHOLDERS"). AS A RESULT OF THE VOTING AGREEMENT AND THE CONTRIBUTION AGREEMENT, THE VOTING AGREEMENT SHAREHOLDERS AND THE CONTINUING SHAREHOLDERS MAY BE DEEMED TO HAVE FORMED A "GROUP" WITH BERKSHIRE, SII AND WARREN E. BUFFETT (WHO THE JOINT FILERS BELIEVE MAY BE DEEMED TO CONTROL BERKSHIRE), UNDER SECTION 13(D) OF THE SECURITIES EXCHANGE ACT OF 1934 AND SUCH "GROUP" AND/OR THE MEMBERS THEREOF MAY BE DEEMED "BENEFICIAL OWNERS" OF IN EXCESS 10% OF SHAW'S ISSUED AND OUTSTANDING COMMON STOCK. IN ADDITION, AS A RESULT OF CERTAIN TRANSFERS OF SHARES OF SHAW COMMON STOCK, THE PARTIES FILING THIS JOINT FORM 3 MAY BE DEEMED TO HAVE JOINED SUCH GROUPS. NONE OF THE JOINT FILERS HAS ANY PECUNIARY INTEREST IN, AND DISCLAIMS BENEFICIAL OWNERSHIP WITH RESPECT TO, THE SHARES OF COMMON STOCK REPORTED AS OWNED BY ANY OTHER JOINT FILER, EXCEPT TO THE EXTENT INDICATED HEREIN. THE VOTING AGREEMENT AND THE CONTRIBUTION AGREEMENT AND THE TRANSACTIONS CONTEMPLATED THEREBY HAVE BEEN PREVIOUSLY DISCLOSED IN THE DEFINITIVE PROXY STATEMENT FILED BY SHAW ON DECEMBER 8, 2000. /s/ Robert R. Harlin 12/11/00 -------------------------------- ---------- Reminder: Report on a separate line for each class of securities beneficially **
Documents
Issuer
SHAW INDUSTRIES INC
CIK 0000089498
Entity typeoperating
IncorporatedGA
Related Parties
1- filerCIK 0000089498
Filing Metadata
- Form type
- 4
- Filed
- Dec 10, 7:00 PM ET
- Size
- 55.1 KB