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
Date of Report (Date of earliest event reported) February 2, 1998
----------------
SCHWEITZER-MAUDUIT INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-13948 62-1612879
-------- ------- ----------
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
100 NORTH POINT CENTER EAST, SUITE 600
ALPHARETTA, GEORGIA 30022-8246
---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code): 1-800-514-0186
--------------
Not Applicable
---------------------------------------------------------------
(Former name or former address, if changed since last report.)
2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
(i) The information in the registrant's press release dated February 2, 1998
attached as Exhibit 99.1 incorporated in this Item 2 by reference. Souza
Cruz S.A. is a subsidiary of British American Tobacco Company
("B.A.T."). B.A.T. and its subsidiaries are, together, an important
existing customer of the Company and its subsidiaries. As part of the
purchase agreement, Companhia Industrial de Papel Pirahy and Souza Cruz
S.A. executed supply agreements pursuant to which Souza Cruz S.A. will
continue to purchase from Companhia Industrial de Papel Pirahy its
requirements of tobacco-related and certain other papers.
(ii) The information in the registrant's press release dated February 11, 1998
attached as Exhibit 99.2 incorporated in this Item 2 by reference.
Ingefico was formerly a privately held company owned by several
individuals and certain corporate shareholders unrelated to the Company,
its executive officers and directors, and its employees.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired.
No financial statements were required to be filed as a part of this
report.
(b) Pro forma financial information.
No pro forma financial information was required to be filed as a part
of this report.
(c) Exhibits.
See the Index to Exhibits that appears at the end of this document and
which is incorporated by reference herein.
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.
SCHWEITZER-MAUDUIT INTERNATIONAL, INC.
(Registrant)
By: /s/ WILLIAM J. SHARKEY
----------------------------------
William J. Sharkey
General Counsel and Secretary
February 17, 1998
3
SCHWEITZER-MAUDUIT INTERNATIONAL, INC.
CURRENT REPORT ON FORM 8-K
DATED FEBRUARY 2, 1998
INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
- ----------- ------------------------------
2.1 Stock Purchase Agreement dated December 16, 1997, by and
between Schweitzer-Mauduit International, Inc. (the "Buyer")
and Souza Cruz S.A. (the "Seller") and Contab Participacoes
Ltda. (holder of 75% of the issued outstanding shares of the
capital stock of the Seller, and consequently holder of
preemptive rights to acquire from the Seller at least 75% of
the shares of Companhia Industrial de Papel Pirahy).
99.1 Press Release of Schweitzer-Mauduit International, Inc. issued
February 2, 1998.
99.2 Press Release of Schweitzer-Mauduit International, Inc. issued
February 11, 1998.