-----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, RWcsO6F9qHMLQsLWk6R8EOCQxxnmWGeZeV2xo+8mQMjJUG/oCrw4K7yE3w2dvXWm rvmK/C87RKZKbhHbKPQLKQ== 0000912057-95-008036.txt : 19951002 0000912057-95-008036.hdr.sgml : 19951002 ACCESSION NUMBER: 0000912057-95-008036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950913 ITEM INFORMATION: Other events FILED AS OF DATE: 19950926 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GRACE W R & CO /NY/ CENTRAL INDEX KEY: 0000042872 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 133461988 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03720 FILM NUMBER: 95576078 BUSINESS ADDRESS: STREET 1: ONE TOWN CENTER RD CITY: BOCA RATON STATE: FL ZIP: 33486-1010 BUSINESS PHONE: 4073622000 FORMER COMPANY: FORMER CONFORMED NAME: GRACE W R & CO /CT/ DATE OF NAME CHANGE: 19900423 8-K 1 FORM 8-K 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): September 13, 1995 ------------------ W. R. GRACE & CO. ------------------------------------------------------ (Exact name of registrant as specified in its charter) New York 1-3720 13-3461988 - --------------- ---------------- ------------------- (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) One Town Center Road, Boca Raton, Florida 33486-1010 ---------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 407/362-2000 ------------ Item 5. OTHER EVENTS. On September 13, 1995, W. R. Grace & Co. ("Company") announced that its board of directors had authorized management to pursue options to maximize the value of the Company's Grace Dearborn water treatment and process chemicals business. The options being considered include the outright sale of Grace Dearborn and strategic alliances with complementary companies. The Company has retained the services of Merrill Lynch & Co. to assist it in reviewing the various options. Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. The Company's September 13, 1995 press release is filed as an exhibit hereto. - 2 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed by the undersigned thereunto duly authorized. W. R. GRACE & CO. ----------------------------------- (Registrant) By s/Robert B. Lamm --------------------------------- Robert B. Lamm Vice President and Secretary Dated: September 26, 1995 - 3 - W. R. GRACE & CO. Current Report on Form 8-K EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press Release dated September 13, 1995 - 4 - EX-99.1 2 EXHIBIT 99-1 EXHIBIT 99.1 CONTACT: Mary Lou Kromer 407-362-2600 or 800-GRACE99 GRACE TO PURSUE OPTIONS TO MAXIMIZE VALUE OF GRACE DEARBORN UNIT BOCA RATON, Fla. September 13, 1995 -- W. R. Grace & Co. (NYSE:GRA) today announced that its board of directors has authorized management to pursue options to maximize the value of its Grace Dearborn water treatment and process chemicals business. The options being considered include the outright sale of Grace Dearborn and strategic alliances with complementary companies. "Grace Dearborn has a global strategic position in its markets, is a technology leader and provides outstanding customer service;" said Albert J. Costello, Grace chairman, president and chief executive officer, "however, we believe there may be options that will provide higher value to Grace." Costello said that Grace has received numerous inquiries from interested parties who consider Grace Dearborn to be of premium value and strategic importance. "Grace will consider all alternatives and select the one that will provide maximum value to our shareholders," he said. Grace has retained the services of Merrill Lynch & Co. to assist the Company in reviewing the various options. Since reorganizing as a global product line in 1992, Grace Dearborn has substantially increased its global presence. Today, Grace Dearborn provides value-added water treatment products and services for industrial boilers, cooling towers, industrial process water systems and industrial wastewater systems to help customers meet demanding environmental regulations and industrial process productivity and profitability goals. It also is a (more) -2- major supplier of process chemicals and services to the global pulp and paper industry and other major industrial segments. The decision to consider strategic alternatives for Grace Dearborn is one of numerous actions Costello has taken over the last four months to further enhance the value of Grace. In mid-June, the Company announced its plan to spin off its health care unit, National Medical Care, Inc. That same month, Costello announced the initiation of a major, company-wide cost management study, which should be completed in October. This program has already led to, and will continue to generate, savings in the Company's overhead and operating costs. "Our strategy is to focus on the strengths of our packaging and specialty chemicals businesses, continue to enhance their global market leadership positions and further unlock their value for all stakeholders," said Costello. "We are accelerating the process of becoming a high-performance, high-value company," he said. ### -----END PRIVACY-ENHANCED MESSAGE-----