-----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, ORdSpqHeUQrVFc1onWbDxEqIsXtmUPjZnnsoA7IuGat1nJ8mnAFpVx3cY56i6qdx lms3j2F1TRaHyPpD98RRAA== 0000950109-02-005907.txt : 20021115 0000950109-02-005907.hdr.sgml : 20021115 20021115165415 ACCESSION NUMBER: 0000950109-02-005907 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021115 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUNT CORP CENTRAL INDEX KEY: 0000049146 STANDARD INDUSTRIAL CLASSIFICATION: PENS, PENCILS & OTHER ARTISTS' MATERIALS [3950] IRS NUMBER: 210481254 STATE OF INCORPORATION: PA FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08044 FILM NUMBER: 02830325 BUSINESS ADDRESS: STREET 1: ONE COMMERCE SQ STREET 2: 2005 MARKET ST CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 2157327700 MAIL ADDRESS: STREET 1: ONE COMMERCE SQ STREET 2: 2005 MARKET ST CITY: PHILADELPHIA STATE: PA ZIP: 19103 FORMER COMPANY: FORMER CONFORMED NAME: HUNT MANUFACTURING CO DATE OF NAME CHANGE: 19920703 8-K 1 d8k.htm FORM 8-K FOR HUNT CORPORATION Form 8-K for Hunt Corporation
 
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) November 15, 2002
 
 
HUNT CORPORTATION
(Exact Name of Registrant as Specified in Charter)
 
PENNSYLVANIA
(State or Other Jurisdiction
of Incorporation)
 
1-8044
(Commission
File Number)
 
21-0481254
(I.R.S. Employer
Identification No.)
 
One Commerce Square 2005 Market Street,
Philadelphia, PA 19103
(Address of Principal Executive Offices)
 
19103
(Zip Code)
 
Registrant’s telephone number, including area code (215) 656-0300


 
ITEM 5. OTHER EVENTS
 
November 15, 2002—Hunt Corporation (“Hunt”) and FAC Acquisition Corporation (“FAC”) jointly announced today that FAC has initiated its previously announced tender offer for all of the outstanding common shares of Hunt at a cash price of $12.50 per share. A copy of this press release is attached hereto as Exhibit 99.1, and is incorporated herein by reference.
 
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
 
(c) Exhibits.
 
Exhibit No.

  
Description

99.1
  
Press Release dated November 15, 2002


SIGNATURE
 
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.
 
HUNT CORPORATION
By:
 
/s/    DENNIS S. PIZZICA         

   
Dennis S. Pizzica
Vice President and Chief Financial Officer
 
Date: November 15, 2002             


 
EXHIBIT INDEX
 
Exhibit No.

  
Description

99.1
  
Press Release dated November 15, 2002
 
EX-99.1 3 dex991.htm PRESS RELEASE FOR HUNT CORPORATION Press Release for Hunt Corporation
Exhibit 99.1
 
FAC Initiates Tender Offer For Hunt Corporation
 
Philadelphia, Pennsylvania, November 15, 2002, FAC Acquisition Corporation (“FAC”) and Hunt Corporation (NYSE: HUN) (“Hunt”) jointly announced today that FAC has initiated its previously announced tender offer for all of the outstanding common shares of Hunt at a cash price of $12.50 per share.
 
The tender offer is being made pursuant to the Agreement and Plan of Merger by and among FAC Holding Corporation, FAC and Hunt, which the parties entered into on November 11, 2002. The tender offer will expire at 12:00 midnight, New York City time, on Friday, December 13, 2002, unless extended. Following successful completion of the tender offer, any remaining common shares will be acquired in a cash merger at the same price as is paid in the tender offer.
 
The respective Boards of Directors of the parties have unanimously approved the tender offer. The consummation of the tender offer is subject to customary conditions, including that at least a majority of the fully diluted shares are tendered in the tender offer, and the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
 
This announcement is neither an offer to purchase nor a solicitation of an offer to sell securities. FAC will file a tender offer statement with the SEC and Hunt will file a solicitation/recommendation statement with the SEC with respect to the offer. Investors and security holders of Hunt are urged to read each of the tender offer statement and the solicitation/recommendation statement referenced in this press release because they contain important information about the transaction.
 
J.P. Morgan Securities Inc. advised Hunt in this transaction. Georgeson Shareholders Communications Inc. is acting as Information Agent for the tender offer.


 
Caution Concerning Forward Looking Statements
 
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Act of 1995. These forward-looking statements are found in various places throughout this press release and include, without limitation, statements concerning the business of Hunt, and the expected timing and conditions to closing of the tender offer and the merger. While these forward-looking statements represent our judgments and future expectations concerning the timing and completion of the tender offer and consummation of the merger, a number of risks, uncertainties and other important factors could cause actual developments and events to differ materially from our expectations. More detailed information about those factors will be set forth in filings made by Hunt and FAC with the SEC. Neither Hunt nor FAC is under any obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.
 
Where
 
You Can Find Additional Information:
 
Investors and security holders may obtain a free copy of the tender offer statement, the solicitation/recommendation statement and other documents to be filed by FAC and Hunt with the SEC at the SEC’s web site at www.sec.gov. The tender offer statement, the solicitation/ recommendation statement and these other documents may also be obtained free from FAC, Hunt or the Information Agent.
 
FAC is an affiliate of Berwind Corporation, which is a global privately-owned organization that consists of a diversified group of operating companies representing 3,500 employees, approximately $1 billion in revenues, real estate investments of approximately $2 billion and funds under management of about $250 million.
 
Hunt Corporation, with operations in the United States and Canada, is an internationally recognized manufacturer and marketer of innovative office products and presentation and display solutions for business, education and consumer markets. Among Hunt’s well-known product brand names are X-ACTO®, BOSTON® and BIENFANG®.

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