SC 13G/A: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities by passive investors and certain institutions
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 12)
MIDWEST GRAIN PRODUCTS, INC.
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
59832G 104
(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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
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).
Page 1 of 5 Pages
CUSIP No. 59832G 104 13G Page 2 of 5 Pages
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1 NAME OF REPORTING PERSONS
IRS IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Midwest Grain Products, Inc.
Employee Stock Ownership Plan
48-6107197
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
- --------------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF 81,600
SHARES -----------------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 823,244
EACH -----------------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 81,600
WITH -----------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
823,244
- --------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
904,844
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS)
[X] The Reporting Person disclaims beneficial ownership in all the shares
in Row 9
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.61%
- --------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
EP
- --------------------------------------------------------------------------------
Page 3 of 5 Pages
SCHEDULE 13G
For Midwest Grain Products, Inc.
Employee Stock Ownership Plan
Item 1(a). Name of Issuer:
Midwest Grain Products, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
1300 Main Street
Atchison, Kansas 66002
Item 2(a). Name of Person Filing:
Midwest Grain Products, Inc.
Employee Stock Ownership Plan
Item 2(b). Address of Principal Business Office or, if None, Residence:
1300 Main Street
Atchison, Kansas 66002
Item 2(c). Citizenship: Kansas
Item 2(d). Title of Class of Securities: Common Stock, No Par Value
Item 2(e). CUSIP Number: 59832G 104
Item 3. If this Statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(f) [X] Employee Benefit Plan or Endowment Fund in accordance with
Rule 13d-1(b)(1)(ii)(F)
Item 4. Ownership.
The following information is provided as of December 31, 2000:
(a) Amount Beneficially Owned:
904,844
(b) Percent of Class, based on 8,527,126 shares outstanding:
10.61%
Page 4 of 5 Pages
(c) Number of Shares as to Which Such Person has:
(i) Sole Voting Power to Vote or to Direct the Vote:
81,600
(ii) Shared Power to Vote or Direct the Vote:
823,244
(iii) Sole Power to Dispose or to Direct the Disposition of:
81,600
(iv) Shared Power to Dispose or to Direct the Disposition of:
823,600
The Midwest Grain Products Employee Stock Ownership Plan disclaims beneficial
ownership in all of the above-referenced shares.
The reporting person is the principal stock ownership plan of Midwest Grain
Products, Inc. The Employee Stock Ownership Plan and each of the subsidiary
employee stock ownership plans are managed by five Trustees consisting of
Laidacker M. Seaberg, Robert G. Booe, Randy M. Schrick, Brian Cahill and Dave
Rindom, all of whom are employees of Midwest Grain Products, Inc., and all of
whom have addresses at 1300 Main Street, Atchison, Kansas 66002. The other
Midwest Grain Products, Inc. employee stock ownership plans, which are also
managed by the five Trustees, and which shareholdings are included in the
904,844 shares mentioned above are: (a) Illinois Non Union ESOP; (b) Illinois
Union ESOP; and (c) Union ESOP.
The Trustees of the Plans are obligated to vote the shares which are
allocated to participants (823,244 shares at December 31, 2000) in accordance
with instructions given by such participants. Unallocated shares (81,600 shares
at December 31, 2000) are voted by the Trustees.
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
Page 5 of 5 Pages
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company.
Not applicable
Item 8. Identification and Classification of Members of the Group.
Not applicable
Item 9. Notice of Dissolution of Group.
Not applicable
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that 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 statement is true, complete and
correct.
MIDWEST GRAIN PRODUCTS, INC.
EMPLOYEE STOCK OWNERSHIP PLAN
Date: January 25, 2001 By: /s/ Robert G. Booe
Robert G. Booe
Trustee and Member of the
Administrative Committee