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 30,1998
MILACRON INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-8475 31-1062125
(State or other (Commission File Number) (IRS Employer
Jurisdiction of Identification
Incorporation) No.)
4701 Marburg Avenue
Cincinnati, Ohio 45209
(address of principal executive offices)
Registrant's telephone number, including area code:(513) 841-8100
CINCINNATI MILACRON INC.
(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On September 30, 1998 pursuant to the Purchase and Sale
Agreement dated as of August 3, 1998, as amended (the "Purchase
Agreement"), Milacron Inc. (the "Registrant") acquired from
Johnson Controls, Inc. and certain of its subsidiaries (the
"Seller") all the assets, properties and other rights owned,
used, or held for use by the Seller in connection with the
Seller's Plastics Machinery Division (the "Business"). A copy of
the Purchase Agreement is filed herewith as Exhibit 2.1 and a
copy of the First Amendment to the Purchase Agreement is filed
herewith as Exhibit 2.2 and reference is made thereto for the
complete terms and conditions thereof.
The purchase price (which is subject to adjustment
following an audit of the closing date balance sheet of the
Business) was $190,000,000 plus the assumption of certain
liabilities. At closing, $190,000,000 in cash was paid to the
Seller by the Registrant.
The Registrant obtained the cash for the purchase price
from (i) borrowings under a short term credit agreement between the
Registrant and Bankers Trust Company, which borrowings have since been
repaid, and (ii) borrowings under the Registrant's existing
revolving credit facility.
The Registrant and its subsidiaries intend to continue
to use the assets, properties and other rights purchased from the
Seller in the operation of the Business.
No material relationship exists between the Seller and
the Registrant or any of its affiliates, directors or officers,
or any associate of any such director or officer.
The Press Release of the Registrant dated October 1,
1998 announcing the completion of the acquisition described above
is filed herewith as Exhibit 99.1 and is incorporated herein by
reference.
Exhibits
The following exhibits are included in this Form 8-K:
Exhibit Number Description of Exhibit
2.1 Purchase and Sale Agreement dated
as of August 3, 1998 among Johnson
Controls, Inc. and Hoover
Universal, Inc. and the Sellers
listed on Schedule 0.1 thereto as
Seller and Cincinnati Milacron
Inc., as Purchaser. (Schedules and
exhibits have been omitted pursuant
to Item 601(b)(2)of Regulation S-K.
Such schedules and exhibits are
listed and described in the
Purchase and Sale Agreement. The
Registrant hereby agrees to furnish
to the Securities and Exchange
Commission upon its request any or
all of such omitted schedules and
exhibits.)
2.2 First Amendment to Purchase and Sale
Agreement dated as of September 30,
1998 by and between Seller and
Purchaser. (Schedules and exhibits
have been omitted pursuant to Item
601(b)(2)of Regulation S-K. Such
schedules and exhibits are listed
and described in the Purchase and
Sale Agreement. The Registrant
hereby agrees to furnish to the
Securities and Exchange Commission
upon its request any or all of such
omitted schedules and exhibits.)
99.1 Press Release of the Registrant
dated October 1, 1998
SIGNATURES
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.
MILACRON INC.
Date: October 14, 1998 By: /s/ Ronald D. Brown
Ronald D. Brown
Senior Vice President-Finance
and Administration and
Chief Financial Officer
Exhibit Index
Exhibit Number Description of Exhibit
2.1 Purchase and Sale Agreement dated
as of August 3, 1998 among Johnson
Controls, Inc. and Hoover
Universal, Inc. and the Sellers
listed on Schedule 0.1 thereto as
Seller and Cincinnati Milacron
Inc., as Purchaser. (Schedules and
exhibits have been omitted pursuant
to Item 601(b)(2)of Regulation S-K.
Such schedules and exhibits are
listed and described in the
Purchase and Sale Agreement. The
Registrant hereby agrees to furnish
to the Securities and Exchange
Commission upon its request any or
all of such omitted schedules and
exhibits.)
2.2 First Amendment to Purchase and Sale
Agreement dated as of September 30,
1998 by and between Seller and
Purchaser. (Schedules and exhibits
have been omitted pursuant to Item
601(b)(2)of Regulation S-K. Such
schedules and exhibits are listed
and described in the Purchase and
Sale Agreement. The Registrant
hereby agrees to furnish to the
Securities and Exchange Commission
upon its request any or all of such
omitted schedules and exhibits.)
99.1 Press Release of the Registrant
dated October 1, 1998