-----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, GX4lqKxEbiDocyo8vLEtSUvxrCqNSXFAYsy6X2VDeIbL2Ok0lK/xkSzcbpv5y3vn HhNcDBjeWuM+dZEkz2B5Nw== 0000051396-95-000024.txt : 19951020 0000051396-95-000024.hdr.sgml : 19951020 ACCESSION NUMBER: 0000051396-95-000024 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19951017 ITEM INFORMATION: Other events FILED AS OF DATE: 19951019 SROS: CSX SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MALLINCKRODT GROUP INC CENTRAL INDEX KEY: 0000051396 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 361263901 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00483 FILM NUMBER: 95581636 BUSINESS ADDRESS: STREET 1: 7733 FORSYTH BLVD CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3148545299 MAIL ADDRESS: STREET 1: 7733 FORSYTH BLVD CITY: ST LOUIS STATE: MO ZIP: 63105 FORMER COMPANY: FORMER CONFORMED NAME: IMCERA GROUP INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL MINERALS & CHEMICAL CORP DATE OF NAME CHANGE: 19900614 8-K 1 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 17, 1995 Mallinckrodt Group Inc. (Exact name of registrant as specified in its charter) New York 1-483 36-1263901 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 7733 Forsyth Boulevard, St. Louis, MO 63105-1820 (Address of principal executive offices) (ZIP Code) Registrant's telephone number, (314)854-5200 including area code Item 5. Other Events The Company issued press releases on October 17, 1995 and October 18, 1995. The relevant portion of the text of each release was as follows: MALLINCKRODT GROUP UNIT COMPLETES SALE OF FEED INGREDIENTS BUSINESS ST. LOUIS, Mo., October 17, 1995 -- Mallinckrodt Group, Inc. (NYSE:MKG) announced today that its subsidiary, Mallinckrodt Veterinary, Inc., has completed the sale of its animal feed ingredients business to the IMC-Agrico joint venture of IMC Global Inc. and Freeport-McMoRan Resource Partners, Limited Partnership. The cash-for-stock transaction totals $110 million. C. Ray Holman, chairman, president and chief executive officer of Mallinckrodt Group, said, "While feed ingredients is a good business with solid cash flow and profitability, its inherent growth prospects are not in line with our ambitious growth targets. Despite the shorter term impact of this divestiture, our long-term sales growth and profitability will be enhanced by the addition of businesses which better fit our strategic profile. We are committed to our remaining animal health business and are looking for opportunities that build on our core business and strategic focus." Paul D. Cottone, president and CEO of Mallinckrodt Veterinary, said, "Sale of the feed ingredients business is a logical step toward bringing our veterinary businesses in line with our long-range goals. "We are focusing on the development, production and marketing of specialty branded products for food and companion animals with an emphasis on biologicals, one of the fastest growing segments of the animal health industry," Cottone added. Mallinckrodt Veterinary's expansion into the biologicals business has incorporated internal development of products, licensing and business acquisitions and facility additions. Last month, the company announced a tender offer to acquire Syntro Corporation, a Kansas City- and San Diego-based biotechnology company focused on development of innovative recombinant vaccines. Purchase of the poultry and companion animal business of CBM Laboratorias of Campinas, Brazil also was completed in September. Sale of the feed ingredients business will be accounted for as a discontinued operation with prior periods comparably restated. Fiscal 1995 net sales for this business were $169 million. Total assets were approximately $79 million at September 30, 1995. Feed ingredients has operated as part of Mallinckrodt Veterinary under a supply arrangement with IMC-Agrico. **************** MALLINCKRODT GROUP'S BOARD INCREASES QUARTERLY DIVIDEND, ANNOUNCES PLANS FOR INCREASED SHARE REPURCHASE St. Louis, Mo., October 18, 1995 -- The board of directors of Mallinckrodt Group Inc. (NYSE:MKG) today increased the quarterly dividend on the company's common stock to 15.5 cents per share, payable December 29, 1995, to shareholders of record at the close of business on December 15, 1995. A regular $1.00 per share quarterly dividend on Mallinckrodt's 4 percent cumulative preferred stock, also payable on December 29, 1995, to shareholders of record at the close of business on December 15, 1995 was declared at the meeting. The company reaffirmed its long standing share repurchase program and indicated its intention to apply a portion of the proceeds from the recent sale of Mallinckrodt Veterinary's feed ingredients business to repurchasing common shares of the company's stock from time to time on the open market as conditions warrant. MALLINCKRODT GROUP INC. ROGER A. KELLER Vice President, Secretary and General Counsel DATE: October 19, 1995 -----END PRIVACY-ENHANCED MESSAGE-----