View:
THIS DOCUMENT IS A COPY OF THE SCHEDULE 13G FILED ON FEBRUARY 14, 1995 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------- SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) OWENS-ILLINOIS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $.01 PER SHARE (Title of Class of Securities) 690768-40-3 (CUSIP Number) Check the following box if a fee is being paid with this statement /_/. (A fee is not required only if the filing 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). *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). Page 1 of 6 pages. SCHEDULE 13G CUSIP No. 690768-40-3 - ------------------------------------------------------------------------------- 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Persons KKR ASSOCIATES - ------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (a) /_/ (b) /_/ - ------------------------------------------------------------------------------- 3. SEC Use Only - ------------------------------------------------------------------------------- 4. Citizenship or Place of Organization NEW YORK - ------------------------------------------------------------------------------- 5. Sole Voting Power -0- ------------------------------------------------------------------ 6. Shared Voting Power Number of Shares 36,000,000 Beneficially Owned By Each ------------------------------------------------------------------ Reporting Person 7. Sole Dispositive Power With -0- ------------------------------------------------------------------ 8. Shared Dispositive Power 36,000,000 - ------------------------------------------------------------------------------- 9. Aggregate Amount Beneficially Owned by Each Reporting Person 36,000,000 - ------------------------------------------------------------------------------- 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares /_/ - ------------------------------------------------------------------------------- 11. Percent of Class Represented by Amount in Row (9) 30.2% - ------------------------------------------------------------------------------- 12. Type of Reporting Person PN - ------------------------------------------------------------------------------- Page 2 of 6 pages. Pursuant to the recently adopted electronic filing requirements of the Securities and Exchange Commission (the "Commission"), this document is a conforming electronic copy of the Schedule 13G filed with the Commission in paper format on February 14, 1995. ITEM 1. (A) NAME OF ISSUER: Owens-Illinois, Inc. (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: One SeaGate Toledo, Ohio 43666 ITEM 2. (A) NAME OF PERSON FILING: KKR Associates (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE: 9 West 57th Street New York, New York 10019 (C) CITIZENSHIP: New York (D) TITLE OF CLASS OF SECURITIES: Common Stock, par value $.01 per share (E) CUSIP NUMBER: 690768-40-3 ITEM 3. Not applicable ITEM 4. OWNERSHIP (A) AMOUNT BENEFICIALLY OWNED: KKR Associates, a New York limited partnership, is the sole general partner of OII Associates, L.P., a Delaware limited partnership, OII Associates II, L.P., a Delaware limited partnership, and KKR Partners II, L.P., a Delaware limited partnership, in which capacity it may be deemed to be the beneficial owner of the shares of Owens-Illinois, Inc. common stock beneficially owned by OII Page 3 of 6 pages. Associates, L.P., OII Associates II, L.P. and KKR Partners II, L.P. OII Associates, L.P. is the record owner of 34,920,000 shares of common stock of Owens-Illinois, Inc. OII Associates II, L.P. is the record owner of 231,400 shares of common stock of Owens-Illinois, Inc. KKR Partners II, L.P. is the record owner of 848,600 shares of common stock of Owens-Illinois, Inc. Henry R. Kravis, George R. Roberts, Paul E. Raether, Robert I. MacDonnell, Michael W. Michelson, Saul A. Fox, James H. Greene, Jr., Michael T. Tokarz and, beginning as of January 1, 1995, Edward A. Gilhuly, Perry Golkin, Clifton S. Robbins and Scott Stuart are the general partners of KKR Associates, and in such capacity may be deemed to share beneficial ownership of any shares beneficially owned by KKR Associates, but disclaim any such beneficial ownership. (B) PERCENT OF CLASS: 30.2% (C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS: (i) Sole power to vote or direct the vote: -0- (ii) Shared power to vote or to direct the vote: 36,000,000 (iii) Sole power to dispose or to direct the disposition of: -0- (iv) Shared power to dispose or to direct the disposition of: 36,000,000 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 Not applicable. Page 4 of 6 pages. 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. Page 5 of 6 pages. 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. Date: February 14, 1995 KKR ASSOCIATES By: /s/ Michael W. Michelson ------------------------ Name: Michael W. Michelson Title: General Partner Page 6 of 6 pages.