-----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, ANkCHV64CTciJ0VK8O+oDm/0tIAk0FnO6Y600lv/+FlpOzl14cNxdSjr278lmIsL MaSr2HwsdJ2Fg5t90t0vpA== 0000950152-98-003229.txt : 19980415 0000950152-98-003229.hdr.sgml : 19980415 ACCESSION NUMBER: 0000950152-98-003229 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980408 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980414 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEON CO CENTRAL INDEX KEY: 0000897547 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] IRS NUMBER: 341730488 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11804 FILM NUMBER: 98593094 BUSINESS ADDRESS: STREET 1: ONE GEON CTR CITY: AVON LAKE STATE: OH ZIP: 44012 BUSINESS PHONE: 2169301241 MAIL ADDRESS: STREET 1: ONE GEON CENTER CITY: AVON LAKE STATE: OH ZIP: 44012 8-K 1 THE GEON COMPANY FORM 8-K 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 Date of Report (Date of earliest event reported) April 8, 1998 ------------- THE GEON COMPANY ---------------- (Exact name of registrant as specified in charter) Delaware 1-11804 34-1730488 - -------------------------------------------------------------------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) One Geon Center, Avon Lake, Ohio 44012 -------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 440-930-1001 ------------ Not Applicable -------------- (Former name or former address, if changed since last report.) 2 Item 5. Other Events - ------- ------------ The Geon Company announced on April 13, 1998 that it has signed an agreement to acquire Plast-O-Meric, Inc., a privately held custom formulator of vinyl plastisols and polyurethane systems. See Exhibit 99.1 for more information regarding this acquisition. Item 7(c). Financial Statements, Pro Forma Financial Information and Exhibits - ---------- ------------------------------------------------------------------ Exhibit 99.1 Press Release of April 8, 1998 announcing the agreement between The Geon Company and Plast-O-Meric. 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. THE GEON COMPANY By \s\ Gregory L. Rutman ------------------------- Secretary Dated April 14, 1998 EX-99.1 2 EXHIBIT 99.1 1 EXHIBIT 99.1 NEWS RELEASE GEON TO ACQUIRE PLAST-O-MERIC, FORMULATOR OF VINYL PLASTISOLS CLEVELAND, OHIO -- APRIL 8, 1998 -- The Geon Company (NYSE: GON) announced today that it has signed an agreement to acquire Plast-O-Meric, Inc., a privately held custom formulator of vinyl plastisols and polyurethane systems. With sales of $73 million in 1997, Plast-O-Meric is North America's largest merchant formulator of vinyl plastisols. Plastisols are vinyl compounds with high levels of plasticizers -- additives that produce flexible vinyl products for use primarily in coating applications such as wall coverings and metal coatings. We have stated that a key element of our strategy is to create greater shareholder value through growth of our value-added businesses, said William F. Patient, Geon chairman and chief executive officer. Plast-O-Meric is an excellent fit with this strategy. The company's market and technology leadership are recognized within the industry, and provide an important growth platform for Geon. Plast-O-Meric will operate as a separate unit within the Company and join Geon's other performance polymers and service businesses, which include Geon vinyl compounds; Synergistics Industries Limited, a wholly owned subsidiary that produces plastic compounds and liquid plasticizers; specialty dispersion resins; and Polymer Diagnostics, Inc., which offers polymer testing and analytical services. Headquartered in Sussex, Wisconsin, Plast-O-Meric has four United States manufacturing sites and approximately 225 employees. In addition to marketing vinyl plastisols, Plast-O-Meric manufactures polyurethane systems, automotive molding powders, vinyl screen printing inks and vinyl coating powders. The company has been in business since 1968. This is the right time for us to form this alliance, and Geon is the right partner, said Ernest McClellan, founder and majority shareholder of Plast-O-Meric. With Geon's size and industry leadership, Plast-O-Meric gains access to new resources and opportunities on a scale we could not have achieved by ourselves. Completion of the transaction is subject to all regulatory approvals and is anticipated in the second quarter of 1998. It will be financed through current operating facilities. The Plast-O-Meric acquisition is expected to be immediately accretive to earnings, within a range of $0.05 to $0.10 per share annually, after goodwill and before synergies. The Geon Company is a leading North American-based polymer service and technology company with operations in polyvinyl chloride (PVC) compounds and other value-added products and services, as well as PVC resins. Headquartered in Avon Lake, Ohio, The Geon Company and its subsidiaries employ 2,000 people and have 17 manufacturing plants in the United States and Canada, and joint ventures in the United States, Europe, Australia and Southeast Asia. Geon had 1997 revenues of $1.25 billion. -----END PRIVACY-ENHANCED MESSAGE-----