SC 13G/A: Statement of Beneficial Ownership by Certain Investors
Published on
SCHEDULE 13G
Amendment No. 2
Kaiser Aluminum Corporation
Common Stock
Cusip # 483007100
Filing Fee: No
Cusip # 483007100
Item 1: Reporting Person - FMR Corp. - (Tax ID: 04-2507163)
Item 4: Commonwealth of Massachusetts
Item 5: 1,069,697
Item 6: None
Item 7: 8,142,610
Item 8: None
Item 9: 8,142,610
Item 11: 10.98%
Item 12: HC
Cusip # 483007100
Item 1: Reporting Person - Edward C. Johnson 3d - (Tax ID: ###-##-####)
Item 4: United States of America
Item 5: None
Item 6: None
Item 7: 8,142,610
Item 8: None
Item 9: 8,142,610
Item 11: 10.98%
Item 12: IN
Cusip # 483007100
Item 1: Reporting Person - Abigail P. Johnson - (Tax ID: ###-##-####)
Item 4: United States of America
Item 5: None
Item 6: None
Item 7: 8,142,610
Item 8: None
Item 9: 8,142,610
Item 11: 10.98%
Item 12: IN
SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
Item 1(a). Name of Issuer:
Kaiser Aluminum Corporation
Item 1(b). Name of Issuer's Principal Executive Offices:
6177 Sunol Boulevard
Pleasanton, CA 94566-7769
Item 2(a). Name of Person Filing:
FMR Corp.
Item 2(b). Address or Principal Business Office or, if None, Residence:
82 Devonshire Street, Boston, Massachusetts 02109
Item 2(c). Citizenship:
Not applicable
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
483007100
Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) and the
person filing, FMR Corp., is a parent holding company in accordance
with Section 240.13d-1(b)(ii)(G). (Note: See Item 7).
Item 4. Ownership
(a) Amount Beneficially Owned:
8,142,610
(b) Percent of Class:
10.98%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
1,069,697
(ii) shared power to vote or to direct the vote:
None
(iii) sole power to dispose or to direct the disposition of:
8,142,610
(iv) shared power to dispose or to direct the disposition of:
None
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.
Various persons have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the
sale of, the common stock of Kaiser Aluminum Corporation. No
one person's interest in the common stock of Kaiser Aluminum
Corporation is more than five percent of the total outstanding
common stock.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
See attached Exhibit(s) A, B, and C.
Item 8. Identification and Classification of Members of the Group.
Not applicable, see attached Exhibit A.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in
the ordinary course of business and were not acquired for the
purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any
transaction having such purpose or effect.
Signature
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
Schedule 13G in connection with FMR Corp.'s beneficial
ownership of the common stock of Kaiser Aluminum Corporation at
December 31, 1995 is true, complete and correct.
February 14, 1996
Date
/s/Arthur S. Loring
Signature
Arthur S. Loring, Vice
President
Name/Title
SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
Pursuant to the instructions in Item 7 of Schedule 13G, Fidelity
Management & Research Company ("Fidelity"), 82 Devonshire Street, Boston,
Massachusetts 02109, a wholly-owned subsidiary of FMR Corp. and an investment
adviser registered under Section 203 of the Investment Advisers Act of 1940,
is the beneficial owner of 6,742,717 shares or 9.09% of the common stock
outstanding of Kaiser Aluminum Corporation ("the Company") as a result of
acting as investment adviser to various investment companies registered under
Section 8 of the Investment Company Act of 1940. The number of shares of
common stock of Kaiser Aluminum Corporation owned by the investment companies
at December 31, 1995 included 1,898,588 shares of common stock resulting from
the assumed conversion of 2,355,200 shares of the $0.97 Convertible Preferred
Stock - Prides (0.8333 shares of common stock for each share of the $.97
Convertible Preferred Stock - Prides).
Edward C. Johnson 3d, FMR Corp., through its control of Fidelity, and the
Funds each has sole power to dispose of the 6,742,717 shares owned by the
Funds.
Neither FMR Corp. nor Edward C. Johnson 3d, Chairman of FMR Corp., has
the sole power to vote or direct the voting of the shares owned directly by
the Fidelity Funds, which power resides with the Funds' Boards of Trustees.
Fidelity carries out the voting of the shares under written guidelines
established by the Funds' Boards of Trustees.
Fidelity Management Trust Company, 82 Devonshire Street, Boston,
Massachusetts 02109, a wholly-owned subsidiary of FMR Corp. and a bank as
defined in Section 3(a)(6) of the Securities Exchange Act of 1934, is the
beneficial owner of 1,295,193 shares or 1.75% of the common stock outstanding
of the Company as a result of its serving as investment manager of the
institutional account(s). The number of shares of common stock of Kaiser
Aluminum Corporation owned by the institutional account(s) at December 31,
1995 included 2,945,593 shares of common stock resulting from the assumed
conversion of 708,500 shares of the $0.97 Convertible Preferred Stock - Prides
described above.
Edward C. Johnson 3d and FMR Corp., through its control of Fidelity
Management Trust Company, has sole dispositive power over 1,295,193 shares and
sole power to vote or to direct the voting of 964,997 shares, and no power to
vote or to direct the voting of 330,196 Shares of common stock owned by the
institutional account(s) as reported above.
Fidelity International Limited, Pembroke Hall, 42 Crowlane, Hamilton,
Bermuda, and various foreign-based subsidiaries provide investment advisory
and management services to a number of non-U.S. investment companies (the
"International Funds") and certain institutional investors. Fidelity
International Limited is the beneficial owner of 104,700 shares or 0.14% of
the common stock outstanding of the Company. Additional information with
respect to the beneficial ownership of Fidelity International Limited is shown
on Exhibit B, page 9.
Members of the Edward C. Johnson 3d family and trusts for their
benefit are the predominant owners of Class B shares of common stock of FMR
Corp., representing approximately 49% of the voting power of FMR Corp. Mr.
Johnson 3d owns 12.0% and Abigail P. Johnson owns 24.5% of the aggregate
outstanding voting stock of FMR Corp. Mr. Johnson 3d is chairman of FMR Corp.
and Abigail P. Johnson is a Director of FMR Corp. The Johnson family group
and all other Class B shareholders have entered into a shareholder's voting
agreement under which all Class B shares will be voted in accordance with the
majority vote of Class B shares. Accordingly, through their ownership of
voting common stock and the execution of the shareholder's voting agreement,
members of the Johnson family may be deemed, under the Investment Company Act
of 1940, to form a controlling group with respect to FMR Corp.
SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)