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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 SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) July 30, 1997
SDW HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 033-88496-01 13-3795926
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(State or Other (Commission
Jurisdiction of File Number) (IRS Employer Identification No.)
Incorporation)
2700 Westchester Avenue 10577-2544
Purchase, NY ------------------------
- ------------------------------- (Zip Code)
(Address of Principal Executive
Offices)
(914) 696-0021
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(Registrant's telephone number, including area code)
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Page 1 of 5
Exhibit Index on page 4
Item 5. Other Events.
On July 30, 1997, SDW Holdings Corporation, an indirect
majority-owned subsidiary of Sappi Limited, entered into a Merger
Agreement with SDW Acquisition II Corporation, also an indirect
subsidiary of Sappi Limited, which was approved by written consent of
the holders of a majority of the outstanding shares of common stock of
SDW Holdings and SDW Acquisition. A copy of the Company's press
release dated July 30, 1997, describing certain aspects and expected
results of the merger contemplated by the Merger Agreement, is
attached hereto as Exhibit 99 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
(99) - Press Release of SDW Holdings Corporation dated July 30, 1997.
Page 2 of 5
Exhibit Index on page 4
SIGNATURE
Pursuant to 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 on July 30, 1997.
SDW HOLDINGS CORPORATION
By: /s/ W. E. Hewitt
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Name: W. E. Hewitt
Title: Vice President
Page 3 of 5
Exhibit Index on page 4
EXHIBIT INDEX
Sequentially
Exhibit No. Description Numbered Page
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99 Press Release of SDW Holdings
Corporation dated July 30,1997 5
Page 4 of 5