-----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, CMANqLzcAa0GTOJoXvElv5/esWLtc7CfGnFkYJiolrjBXppO+NGeI0q2dwm5NUzI Nr2TCxT2teiftmD8r99y0g== 0000898822-01-500162.txt : 20010509 0000898822-01-500162.hdr.sgml : 20010509 ACCESSION NUMBER: 0000898822-01-500162 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010508 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: DEFA14A SEC ACT: SEC FILE NUMBER: 001-00496 FILM NUMBER: 1625789 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 DEFA14A 1 may8defa14a.txt DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [x] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(E)(2)) [ ] Definitive Proxy Statement [x] Definitive Additional Materials [ ] Soliciting Material Pursuant to Rule 14a-12 Hercules Incorporated - ------------------------------------------------------------------------------ (Name of Registrant as Specified In Its Charter) N/A - ------------------------------------------------------------------------------ (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): [x] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. 1) Title of each class of securities to which transaction applies: - ------------------------------------------------------------------------------ 2) Aggregate number of securities to which transaction applies: - ------------------------------------------------------------------------------ 3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): - ------------------------------------------------------------------------------ 4) Proposed maximum aggregate value of transaction: - ------------------------------------------------------------------------------ 5) Total fee paid: - ------------------------------------------------------------------------------ [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. 1) Amount Previously Paid: - ------------------------------------------------------------------------------ 2) Form, Schedule or Registration Statement No.: - ------------------------------------------------------------------------------ 3) Filing Party: - ------------------------------------------------------------------------------ 4) Date Filed: - ------------------------------------------------------------------------------ WILLIAM H. JOYCE NAMED CHIEF EXECUTIVE OFFICER OF HERCULES Wilmington, DE, May 8, 2001 . . . Hercules Incorporated (NYSE: HPC) announced today that the Board of Directors has named William H. Joyce as Chief Executive Officer and a member of the Board, effective immediately. Dr. Joyce was most recently Chairman, President, and Chief Executive Officer of Union Carbide Corporation. On July 1, 2001, Dr. Joyce will also become Chairman of the Board. He succeeds Thomas L. Gossage, who returned from retirement last fall at the request of the Board to serve as Chairman and CEO on an interim basis. Mr. Gossage will continue to focus his efforts on the previously announced strategic process to merge or sell the Company and its businesses. Mr. Gossage will serve as Chairman of the Board in a non-employee capacity until July 1, 2001, and is currently expected to remain a member of the Board for as long thereafter as he is needed in the strategic process. "Bill Joyce is uniquely qualified to lead Hercules at this time. He brings with him a wealth of experience and success in the turnaround and recent sale of Union Carbide," said Edith E. Holiday, an outside director who is Chairman of the Board's Nominating Committee. "The Board believes Bill's insight and determination combined with his proven track record for delivering shareholder value make him ideally suited to lead Hercules." "I am very pleased to join Hercules and look forward to rebuilding shareholder value," said Joyce. Gossage added, "We welcome Bill's strong leadership and team building skills and his proven ability to operate chemical businesses. I also welcome Bill's experience as we proceed with our process to merge or sell the Company and its businesses." Dr. Joyce joins Hercules after a distinguished career with Union Carbide, in which he served in a number of management and executive management positions. He became Chief Operating Officer in 1992, President in 1993 and in 1995 was named CEO. In 1996, he also became the Chairman of the Board. He stepped down as Chairman, CEO and President of Union Carbide when it merged with The Dow Chemical Company earlier this year. Dr. Joyce holds a B.S. degree in Chemical Engineering from Penn State University and a MBA and PhD from New York University. # # # Hercules manufactures and markets chemical specialties globally for making a variety of products for home, office and industrial markets. For more information, visit the Hercules website at www.herc.com. This news release includes forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995, reflecting management's current analysis and expectations, based on reasonable assumptions. Results could differ materially depending on such factors as business climate, economic and competitive uncertainties, failure to complete transactions, adverse legal and regulatory developments, and adverse changes in economic and political climates around the world. As appropriate, additional factors are contained in reports filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. This paragraph is included to provide safe harbor for forward-looking statements, which are not required to be publicly revised as circumstances change. Investor Contact: Allen A. Spizzo (302) 594-6491 Media Contact: John S. Riley (302) 594-6025 -----END PRIVACY-ENHANCED MESSAGE-----