0001140361-11-049887.txt : 20111020 0001140361-11-049887.hdr.sgml : 20111020 20111019180125 ACCESSION NUMBER: 0001140361-11-049887 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111019 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111020 DATE AS OF CHANGE: 20111019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SENSIENT TECHNOLOGIES CORP CENTRAL INDEX KEY: 0000310142 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 390561070 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07626 FILM NUMBER: 111148745 BUSINESS ADDRESS: STREET 1: 777 EAST WISCONSIN AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 4142716755 MAIL ADDRESS: STREET 1: PO BOX 737 CITY: MILWAUKEE STATE: WI ZIP: 53201 FORMER COMPANY: FORMER CONFORMED NAME: UNIVERSAL FOODS CORP DATE OF NAME CHANGE: 19920703 8-K 1 form8-k.htm SENSIENT TECHNOLOGIES CORPORATION 8-K 10-19-2011 form8-k.htm


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
October 19, 2011
(Date of Report/Date of earliest event reported)
SENSIENT TECHNOLOGIES CORPORATION
(Exact name of registrant as specified in its charter)
 
WISCONSIN
 
1-7626
 
39-0561070
(State or other jurisdiction
 
(Commission File Number)
 
(IRS Employer
of incorporation)
     
Identification No.)
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5304
(Address and zip code of principal executive offices)

(414) 271-6755
(Registrant’s telephone number, including area code)

N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


 
 

 
 
ITEM  2.01
COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
 
See the description under Item 8.01, "Other Events," which is incorporated herein by reference.

ITEM 8.01
OTHER EVENTS.

On October 19, 2011, Sensient Technologies Corporation issued a press release disclosing that it has reached an agreement to acquire the interests of its joint venture partners in Les Colorants Wackherr do Brasil, a cosmetic color and ingredients company located in Sao Paulo, Brazil.  The business generates annual revenues of approximately $9.5 million, and the transaction is expected to close before the end of the year.  Sensient announced that the transaction is expected to result in an after-tax gain of $3 - $4 million, and that the Company is also implementing a cost reduction plan at selected foreign operations that will result in a pre-tax charge in the fourth quarter of up to $4 million.  The press release is furnished as Exhibit 99.1 to this Report on Form 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
 
Exhibit 99.1
The following exhibit is furnished with this Report on Form 8-K: Sensient Technologies Corporation Press Release Regarding Acquisition of Remaining Interest in Brazil Cosmetics Company.
 
 
2

 
 
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.
 
   
SENSIENT TECHNOLOGIES CORPORATION
   
(Registrant)
         
   
By:
 
/s/ John L. Hammond
   
Name:
 
John L. Hammond
   
Title:
 
Senior Vice President, General Counsel and Secretary
         
   
Date: October 19, 2011
 
 
3

 
 
EXHIBIT INDEX
 
The following exhibit is furnished with this Report on Form 8-K: Sensient Technologies Corporation Press Release Regarding Acquisition of Remaining Interest in Brazil Cosmetics Company.


EX-99.1 2 ex99_1.htm EXHIBIT 99.1 ex99_1.htm

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:
Dick Hobbs
(414) 347-3898
 
SENSIENT TECHNOLOGIES ACQUIRES PARTNERS’ INTEREST IN LES COLORANTS WACKHERR DO BRASIL

Transaction Strengthens Presence in Rapidly Growing Market

MILWAUKEE, October 19, 2011 – Sensient Technologies Corporation (NYSE: SXT) today announced that it has reached agreement to acquire its joint venture partners’ interest in Les Colorants Wackherr do Brasil.  The transaction is expected to be completed before the end of the year and will give Sensient full ownership of the cosmetic color and ingredients company.  The business is located in Sao Paulo, Brazil and generates annual revenues of approximately $9.5 million.  Terms of the deal were not disclosed.

Les Colorants Wackherr do Brasil supplies cosmetic ingredients for a range of applications, including nail polish, make-up and skin care.  With full ownership of the Company, Sensient strengthens its presence in South America.  The business has a strong market presence and supplies a growing customer base.

“Sensient’s Cosmetic Technologies business will play a key part in the Company’s strategy,” said Kenneth P. Manning, Chairman, President and CEO of Sensient Technologies Corporation.  “Brazil is a very important market and one where we see a tremendous amount of opportunity.”

Upon obtaining control, generally accepted accounting principles require that Sensient revalue the previously held equity interest at its acquisition date fair value and recognize the resulting gain or loss in earnings.  Sensient is in the process of revaluing its previously held interest and anticipates that an after-tax gain of between $3 and $4 million will be recognized in earnings in the fourth quarter. Also, Sensient is implementing a cost reduction plan at selected foreign operations to improve their efficiency and profitability, which will result in a pre-tax charge of up to $4 million in the fourth quarter.

 
 

 

Sensient Technologies Corporation
Page 2
Sensient Purchases LCW do Brasil Stake
 
October 19, 2011
 

ABOUT SENSIENT TECHNOLOGIES
 
Sensient Technologies Corporation is a leading global manufacturer and marketer of colors, flavors and fragrances.  Sensient employs advanced technologies at facilities around the world to develop specialty food and beverage systems, cosmetic and pharmaceutical systems, inkjet and specialty inks and colors, and other specialty and fine chemicals.  The Company’s customers include major international manufacturers representing most of the world’s best-known brands.  Sensient is headquartered in Milwaukee, Wisconsin.

This release contains forward-looking statements that reflect management’s current assumptions and estimates of future economic circumstances, industry conditions, Company performance and financial results.  The Private Securities Litigation Reform Act of 1995 provides a safe harbor for such forward-looking statements.  A variety of factors, including general economic conditions affecting the Company’s worldwide business, could cause the Company’s actual results and experience to differ materially from the anticipated results.  The forward-looking statements in this press release speak only as to the date of this release.  Sensient Technologies expressly disclaims any obligation or undertaking to release publicly any updates or revisions to such statements to reflect any change in its expectations upon which such statements are based.


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