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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) July 7, 1999
GenCorp Inc.
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(Exact name of registrant as specified in its charter)
Ohio 1-1520 34-0244000
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(State of (Commission File Number) (IRS Employer
incorporation) Identification No.)
175 Ghent Road, Fairlawn, Ohio 44333-3300
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(Address of principal executive offices) (Zip Code)
330-869-4200
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(Registrant's telephone number, including area code)
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Item 5. Other Events
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Attached hereto as Exhibit 99 and incorporated herein by this reference
is the text of the registrant's press release which was made on July 7, 1999.
In its press release dated July 7, 1999 GenCorp announced that it has
received an Internal Revenue Service ruling that its planned spin-off will be a
tax-free transaction. The Company plans to spin off its Decorative & Building
Products and Performance Chemicals businesses into a separate, publicly traded
company named OMNOVA Solutions Inc. The planned spin-off is also contingent on
shareholder approval.
GenCorp also announced it filed a proxy statement with the Securities
and Exchange Commission late Friday, July 2, 1999. Copies will be mailed to
shareholders of record as of June 30, 1999. Shareholders are being asked to
approve the spin-off plan and various changes to GenCorp's articles of
incorporation and code of regulations, along with new long-term incentive plans
for GenCorp and OMNOVA Solutions at a special shareholders meeting set for
August 18, 1999.
Item 7. Exhibits
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Table Exhibit
Item No. Exhibit Description Number
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99 Press release dated July 7, 1999 regarding 99
receipt of favorable IRS ruling for spin-off.
SIGNATURE
Pursuant to the requirements of Section 13 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.
GENCORP INC.
By: /s/ Michael E. Hicks
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Name: Michael E. Hicks
Title: Senior Vice President and
Chief Financial Officer
Dated: July 7, 1999