-----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, SwR+WJ6WntrSiDQetXX8T4UCB9pWzCgJhv20driFaat7fxDgIkYu2BNNDZqlD0X8 C52nk2jMMkJvDLdR/4CcNA== 0000893220-98-001265.txt : 19980727 0000893220-98-001265.hdr.sgml : 19980727 ACCESSION NUMBER: 0000893220-98-001265 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980724 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980724 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HERCULES INC CENTRAL INDEX KEY: 0000046989 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS CHEMICAL PRODUCTS [2890] IRS NUMBER: 510023450 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-00496 FILM NUMBER: 98671134 BUSINESS ADDRESS: STREET 1: 1313 N MARKET ST STREET 2: HERCULES PLZ CITY: WILMINGTON STATE: DE ZIP: 19894 BUSINESS PHONE: 3025945000 MAIL ADDRESS: STREET 1: HERCULES PLAZA STREET 2: RM 8151 NW CITY: WILMINGTON STATE: DE ZIP: 19894-0001 FORMER COMPANY: FORMER CONFORMED NAME: HERCULES POWDER CO DATE OF NAME CHANGE: 19680321 8-K 1 FORM 8-K FOR HERCULES INCORPORATED 1 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 July 24, 1998 COMMISSION FILE NUMBER 1-496 HERCULES INCORPORATED A DELAWARE CORPORATION I.R.S. EMPLOYER IDENTIFICATION NO.51-0023450 HERCULES PLAZA 1313 NORTH MARKET STREET WILMINGTON, DELAWARE 19894-0001 (302) 594-5000 2 INFORMATION TO BE INCLUDED IN THE REPORT ITEMS 1, 2, 3, 4, 6, 8 and 9 are not applicable and are omitted from this report. ITEM 5. OTHER EVENTS On July 16, 1998 Hercules Incorporated completed the acquisition of the 49% share of FiberVisions owned by its joint-venture partner Jacob Holm & Sons A/S (Denmark). FiberVisions will operate as a wholly owned subsidiary of Hercules. FiberVisions was created in June 1997 as a combination of Hercules' Fibers Division and Jacob Holm & Sons' Danaklon Group to produce thermal-bond polypropylene staple fiber, serving major markets for disposable diapers and other hygienic products. It also produces textile fibers for automotive, decorative and industrial applications. Incorporated by reference to this Form 8-K and filed as exhibits hereto are press releases issued by Hercules Incorporated, dated July 9, 1998, and July 16, 1998, related to the transaction which is the subject of this report. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits Exhibit No. Description 99(a) Press Release dated July 9, 1998 99(b) Press Release dated July 16, 1998 Signatures Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereto fully authorized. Hercules Incorporated By /s/ Israel J. Floyd --------------------------------- Israel J. Floyd, Corporate Secretary and Assistant General Counsel EX-99.A 2 PRESS RELEASE DATED JULY 9, 1998 1 Exhibit 99(a) Hercules Incorporated Hercules Plaza 1313 North Market Street Wilmington, DE 19894-0001 Release on Receipt (302) 594-5000 98-22-B News Release Hercules to Acquire Partner's Share of FiberVisions WILMINGTON, Del., July 9, 1998...Hercules Incorporated (NYSE: HPC) today announced that it will acquire the 49% share of FiberVisions owned by its joint-venture partner Jacob Holm & Sons A/S (Denmark). The transaction is expected to close within 30 days, pending regulatory and other customary approvals. The purchase price was not disclosed. FiberVisions will now operate as a wholly owned subsidiary of Hercules. Management expects the transaction to be accretive to earnings this year. FiberVisions is expected to add approximately $110 million to Hercules' consolidated revenues in 1998 and $280 million in 1999. According to R. Keith Elliott, Hercules chairman and chief executive officer: "We formed the FiberVisions joint venture to improve our competitive position and create a stronger, global supplier of thermal-bond fibers for the growing nonwovens industry. "In the past year, we have exceeded our projections for integrating the two businesses, improving costs by $30 million through consolidations, sharing best practices and supply arrangements," Elliott said. "Now that thermal-bond fiber has regained its competitive position in the market, we will continue to grow and meet the needs of our customers through technological innovation, cost improvement, and responsiveness to market trends." In exiting the FiberVisions venture, Jacob Holm & Sons will pursue its strategy of becoming an investment company that participates in the consolidation and restructuring of downstream hygiene and other industries. FiberVisions was created in June 1997 as a combination of Hercules' Fibers Division and Jacob Holm & Sons' Danaklon Group. It is the world's largest producer of thermal-bond polypropylene staple fiber, serving major markets for disposable diapers and other hygienic products; it also produces textile fibers for automotive, decorative and industrial applications. FiberVisions has headquarters in Wilmington, Delaware, and manufacturing facilities in Athens and Covington, Georgia; Suzhou, China; and Varde, Denmark. 2 Hercules manufactures chemical specialty products for a variety of markets worldwide. Its businesses include Aqualon water-soluble polymers, Paper Technology, Resins and Food Gums. With shareholder value as its guiding focus, the corporation concentrates on value-added, high-performance products where it has a market or technology advantage. For more information, visit the Hercules website at www.herc.com. # # # This news release contains forward-looking statements and notice is included here to provide safe harbor under the Private Securities Litigation Reform Act of 1995. Media Contact: Amy Binder (302) 594-6905, abinder@herc.com Investor Contact: Bob Gallant (302) 594-5254, rgallant@herc.com EX-99.B 3 PRESS RELEASE DATED JULY 16, 1998 1 Exhibit 99(b) Hercules Incorporated Hercules Plaza 1313 North Market Street Wilmington, DE 19894-0001 Release on Receipt (302) 594-5000 98-23-B News Release HERCULES COMPLETES FIBERVISIONS ACQUISITION WILMINGTON, Del., July 16, 1998...Hercules Incorporated (NYSE: HPC) today announced that it has completed the acquisition of the 49% share of FiberVisions owned by its joint-venture partner Jacob Holm & Sons A/S (Denmark). FiberVisions will now operate as a wholly owned subsidiary of Hercules. Management expects the transaction to be accretive to earnings this year. The inclusion of FiberVisions revenues in Hercules' consolidated results is expected to add approximately $110 million in the remainder of 1998 and $280 million in 1999. According to R. Keith Elliott, Hercules chairman and chief executive officer: "In FiberVisions we have the best of the former Hercules Fiber business and Jacob Holm's Danaklon Group. We are now seeing the benefits of FiberVision's strategy to reposition staple fiber as the product of choice in global hygienics markets. "As a Hercules company, FiberVisions will continue to build on its success and strengthen its relationships with customers and suppliers through technological innovation, cost improvement, and responsiveness to market trends," he said. FiberVisions is the world's largest producer of thermal-bond polypropylene staple fiber, serving major markets for disposable diapers and other hygienic products; it also produces textile fibers for automotive, decorative and industrial applications. FiberVisions has headquarters in Wilmington, Delaware, and manufacturing facilities in Athens and Covington, Georgia; Suzhou, China; and Varde, Denmark. Hercules manufactures chemical specialty products for a variety of markets worldwide. Its businesses include Aqualon water-soluble polymers, Paper Technology, Resins and Food Gums. With shareholder value as its guiding focus, the corporation concentrates on value-added, high-performance products where it has a market or technology advantage. For more information, visit the Hercules website at www.herc.com. # # # 2 This news release contains forward-looking statements and notice is included here to provide safe harbor under the Private Securities Litigation Reform Act of 1995. Media Contact: Claire LaMar Carey (302) 594-6030, ccarey@herc.com Investor Contact: Bob Gallant (302) 594-5254, rgallant@herc.com -----END PRIVACY-ENHANCED MESSAGE-----