-----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, V07ZNcHziFrqRWIviHiHbyfFDCAG/SgQCxObO2rGn0hV1+sM76qHGasN5Uc4fxrK HrAau0a2V5d8T5ERviUzRQ== 0000950130-96-003605.txt : 19960919 0000950130-96-003605.hdr.sgml : 19960919 ACCESSION NUMBER: 0000950130-96-003605 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960918 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960918 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TAMBRANDS INC CENTRAL INDEX KEY: 0000096277 STANDARD INDUSTRIAL CLASSIFICATION: CONVERTED PAPER & PAPERBOARD PRODS (NO CONTAINERS/BOXES) [2670] IRS NUMBER: 131366500 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08714 FILM NUMBER: 96631631 BUSINESS ADDRESS: STREET 1: 777 WESTCHESTER AVE CITY: WHITE PLAINS STATE: NY ZIP: 10604 BUSINESS PHONE: 9146966000 MAIL ADDRESS: STREET 1: 777 WESTCHESTER AVE CITY: NEW YORK STATE: NY ZIP: 10604 FORMER COMPANY: FORMER CONFORMED NAME: TAMPAX INC DATE OF NAME CHANGE: 19840502 8-K 1 FORM 8-K 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) September 18, 1996 Tambrands Inc. (Exact name of registrant as specified in its charter) Delaware 1-8714 (13-1366500) (State of (Commission File Number) (IRS Employer incorporation) Identification No.) 777 Westchester Avenue, White Plains, New York 10604 (Address of principal executive offices) (Zip Code) (914) 696-6000 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) Items 1-4. Not Applicable. Item 5. Other Events. The Company issued a press release on September 18, 1996. Information Concerning Forward-Looking Statements. ------------------------------------------------- Statements contained in the above-mentioned press release other than matters of historical fact are forward-looking statements, and are made based on management's expectations and beliefs concerning future developments and their potential effect on the Company. There can be no assurance that future developments will be in accordance with management's expectations or that the effect of future developments on the Company will be those anticipated by management. Among the factors that could cause actual results to differ materially from such forward-looking statements are the following: - the market reception given the Company's new products, including TAMPAX NATURALS; - competitive pressures, including new product developments or increased advertising or promotional activity by existing or new competitors or growth in the private label tampon segment; - changes in the market for raw or packaging materials, which could impact the Company's manufacturing costs; - changes in the pricing of the products of the Company or its competitors; - changes in consumer preferences affecting the usage of tampons; - the loss of a significant customer; - the costs and uncertainties associated with implementation of actions resulting from the Company's ongoing evaluation of its business strategies and organizational structures; - production delays or inefficiencies; - the costs and other effects of legal and administrative cases and proceedings, settlements and investigations; - real or perceived safety or quality issues with respect to the Company's products, whether arising from tampering or otherwise; and - changes in U.S. or international economic or political conditions, such as inflation or fluctuations in interest or foreign exchange rates. While the Company periodically reassesses material trends and uncertainties affecting the Company's results of operations and financial condition in connection with its preparation of management's discussion and analysis of results of operations and financial condition contained in its quarterly and annual reports, the Company does not intend to review or revise any particular forward-looking statement in light of future events. Item 6. Not Applicable. Item 7. Exhibits. 99.1 Press Release of the Company dated September 18, 1996. Item 8. Not Applicable. -2- 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 thereunto duly authorized. Tambrands Inc. By /s/ SUSAN J. RILEY ----------------------------------- Name: Susan J. Riley Title: Senior Vice President and Chief Financial Officer Date: September 18, 1996 -3- EXHIBIT INDEX Sequentially Exhibit No. Description Numbered Page - ----------- ----------- ------------- 99.1 Press Release of the Company dated September 18, 1996 -4- EX-99.1 2 PRESS RELEASE OF THE COMPANY [LOGO] TAMBRANDS News Release - -------------------------------------------------------------------------------- Tambrands Inc. - 777 Westchester Avenue . White Plains, NY 10604 Investor Contact: Media Contact: - ----------------- -------------- Kathy Brooks Makrakis Janey M. Loyd (914) 696-6509 (914) 696-6330 FOR IMMEDIATE RELEASE (Wednesday, September 18, 1996) - ----------------------------------------------------- TAMBRANDS ADOPTS SINGLE GLOBAL STRUCTURE AND RATIONALIZES PRODUCTION FACILITIES TO SUPPORT GLOBAL GROWTH STRATEGY Promotes Senior Executives; Will Take $46 Million Pre-Tax Charge In Third Quarter - -------------------------------------------------------------------------------- WHITE PLAINS, NY, September 18, 1996 -- Tambrands Inc. (NYSE: TMB) today announced two senior executive promotions and a wide-ranging strategic initiative to simplify its organizational structure and rationalize its production facilities around the world to support its global growth strategy for Tampax tampons. Edward T. Fogarty, 60, who joined Tambrands as President and Chief Executive Officer in 1994, will assume the additional position of Chairman of the Board, succeeding Howard B. Wentz, Jr., 66, a long-time outside director who has been Chairman since 1993. Wentz will remain a director. Thomas J. Mason, 51, Group Vice President - International will become Executive Vice President and Chief Operating Officer, a new position. Tambrands is combining its Americas and International groups -- currently independent and parallel organizations -- into a single global organization to increase efficiency, eliminate administrative duplication, improve decision-making, and get new and improved products to the global market more quickly. As part of this organizational streamlining, Mason will assume day-to-day responsibility for worldwide Tambrands operations. Tambrands also plans to phase out four of its nine worldwide manufacturing facilities while upgrading and consolidating production in the other five facilities. Plants expected to be closed are in Rutland, Vermont; Tours, more [LOGO] TAMBRANDS - -------------------------------------------------------------------------------- France; Tipperary, Ireland; and St. Petersburg, Russia. Manufacturing facilities in Auburn, Maine and Havant, England will be expanded to become hub locations. Tambrands will offer comprehensive severance packages to those employees who are unable to relocate or who cannot be placed in new positions. As a result of these actions, Tambrands will take a charge of $46 million pre-tax, or $1.00 per share after-tax, in the third quarter of 1996. The new global structure and plant consolidation will result in a net reduction of approximately 600 jobs, or 17% of Tambrands' worldwide work force. This net reduction includes the elimination of approximately 1,100 jobs as well as the addition of some 500 new jobs in the upgraded manufacturing facilities and in expanded marketing and new product development capabilities. These organizational initiatives are expected to result in approximately $20 million (pre-tax) in recurring annual savings to be fully phased in by the beginning of 1998. "My stewardship as Chairman is now complete," said Wentz. "Tambrands has a powerful market position and a strong management team. The new global structure will further strengthen the Company in order to meet its growth goals. I intend to remain an active Board member, and am confident that Tambrands has a bright future ahead of it." "Tampax is already a global megabrand, but in order to accelerate our growth we must become an even more effective global competitor," said Fogarty. "If we are to keep winning against much larger companies, we need to be leaner, faster and more efficient in building the Tampax brand with new products, product improvements, education and advertising. We are fully committed to the long-term growth of this unique global franchise, and these initiatives will enhance our ability to realize our full growth potential." Tambrands has manufactured Tampax(R) tampons for 60 years, and today is the worldwide market leader. Tampax tampons are sold in over 150 countries and are used with confidence by millions of women. # # # -----END PRIVACY-ENHANCED MESSAGE-----