-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AsC422ddQCI922tdTrYQeOu9oO5qPZP0+z5I2XyyM0aH4eQBxoS46oigWGXMuIKl c6R0m/MhoylYShli2tX4NA== 0000950144-99-000509.txt : 19990127 0000950144-99-000509.hdr.sgml : 19990127 ACCESSION NUMBER: 0000950144-99-000509 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990125 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990126 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCHWEITZER MAUDUIT INTERNATIONAL INC CENTRAL INDEX KEY: 0001000623 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 621612879 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13948 FILM NUMBER: 99512863 BUSINESS ADDRESS: STREET 1: 100 NORTH POINT CENTER EAST STREET 2: SUITE 600 CITY: ALPHARETTA STATE: GA ZIP: 30022-8246 BUSINESS PHONE: 8005140186 MAIL ADDRESS: STREET 1: 100 NORTH POINT CENTER EAST STREET 2: SUITE 600 CITY: ALPHARETTA STATE: GA ZIP: 30022-8246 8-K 1 SCHWEITZER-MAUDUIT INTERNATIONAL, INC. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 25, 1999 SCHWEITZER-MAUDUIT INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) DELAWARE 1-13948 62-1612879 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) 100 NORTH POINT CENTER EAST, SUITE 600 30022-8246 ALPHARETTA, GEORGIA (Zip Code) (Address of principal executive offices) (Registrant's telephone number, including area code): 1-800-514-0186 -------------- Not Applicable ------------------------------------------ (Former name or former address, if changed since last report.) 2 - -------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS The information in the registrant's press release dated January 25, 1999 attached as Exhibit 99 incorporated in this Item 5 by reference. - -------------------------------------------------------------------------------- ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. See the Index to Exhibits that appears at the end of this document and which is incorporated by reference herein. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SCHWEITZER-MAUDUIT INTERNATIONAL, INC. (Registrant) By: /s/ WILLIAM J. SHARKEY ---------------------------- William J. Sharkey General Counsel and Secretary January 26, 1999 3 SCHWEITZER-MAUDUIT INTERNATIONAL, INC. CURRENT REPORT ON FORM 8-K DATED JANUARY 25, 1999 INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION - ----------- ----------- 99 Press Release of Schweitzer-Mauduit International, Inc. issued January 25, 1999.
EX-99 2 PRESS RELEASE DATED 01/25/99 1 EXHIBIT 99 PRESS RELEASE Contact: Bill Foust Paul Roberts 770-569-4203 770-569-4277 SCHWEITZER-MAUDUIT RESPONDS TO UNSOLICITED TENDER OFFER BY IG HOLDINGS Alpharetta, GA, January 25, 1999. Schweitzer-Mauduit International, Inc. (NYSE: SWM) today reported that it has become aware of an unsolicited tender offer by IG Holdings, Inc. to purchase up to 2 percent of the total outstanding shares of Schweitzer-Mauduit. Schweitzer-Mauduit stated that it became aware of the purported tender offer when a broker called to inquire about it. Based upon information obtained by Schweitzer-Mauduit, IG Holdings appears to have commenced a tender offer for Schweitzer-Mauduit's shares on or about January 8, 1999, at a price of $12.75 per share less any distributions paid after October 31, 1998. Schweitzer-Mauduit paid a dividend of $.15 per share on December 14, 1998. IG Holdings is in no way affiliated with Schweitzer-Mauduit and did not contact Schweitzer-Mauduit prior to the commencement of the offer, nor has Schweitzer-Mauduit been contacted subsequently by IG Holdings. Schweitzer-Mauduit does not have any additional information regarding the identity of IG Holdings. However, Schweitzer-Mauduit noted that it has been informed that other companies have recently announced similar unsolicited, below-market tender offers purportedly initiated by IG Holdings. Schweitzer-Mauduit has 15.9 million shares of common stock outstanding. These shares are traded on the New York Stock Exchange and closed at $14 9/16 per share on January 22, 1999, or approximately 16 percent above the IG Holdings offer price. Therefore, a stockholder who wants to sell Schweitzer-Mauduit common stock should compare the sale price available on the New York Stock Exchange at the time of the intended sale with the tender price being offered by IG Holdings. Schweitzer-Mauduit International, Inc. is a diversified producer of premium specialty papers and the world's largest supplier of fine papers to the tobacco industry. It also manufactures specialty papers for use in alkaline batteries, vacuum cleaner bags, business forms and printing and packaging applications. Schweitzer-Mauduit and its subsidiaries conduct business in over 80 countries and employ 3,400 people worldwide, with operations in the United States, France, Brazil and Canada. # # # -----END PRIVACY-ENHANCED MESSAGE-----