<PAGE> 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) January 25, 1999
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 30022-8246
ALPHARETTA, GEORGIA (Zip Code)
(Address of principal executive offices)
(Registrant's telephone number, including area code): 1-800-514-0186
--------------
Not Applicable
------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE> 2
- --------------------------------------------------------------------------------
ITEM 5. OTHER EVENTS
The information in the registrant's press release dated January 25, 1999
attached as Exhibit 99 incorporated in this Item 5 by reference.
- --------------------------------------------------------------------------------
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(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
January 26, 1999
<PAGE> 3
SCHWEITZER-MAUDUIT INTERNATIONAL, INC.
CURRENT REPORT ON FORM 8-K
DATED JANUARY 25, 1999
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
- ----------- -----------
<S> <C>
99 Press Release of Schweitzer-Mauduit International, Inc. issued January 25, 1999.
</TABLE>
<PAGE> 1
EXHIBIT 99
PRESS RELEASE Contact: Bill Foust Paul Roberts
770-569-4203 770-569-4277
SCHWEITZER-MAUDUIT RESPONDS TO UNSOLICITED TENDER OFFER BY IG HOLDINGS
Alpharetta, GA, January 25, 1999. Schweitzer-Mauduit International, Inc. (NYSE:
SWM) today reported that it has become aware of an unsolicited tender offer by
IG Holdings, Inc. to purchase up to 2 percent of the total outstanding shares of
Schweitzer-Mauduit.
Schweitzer-Mauduit stated that it became aware of the purported tender offer
when a broker called to inquire about it. Based upon information obtained by
Schweitzer-Mauduit, IG Holdings appears to have commenced a tender offer for
Schweitzer-Mauduit's shares on or about January 8, 1999, at a price of $12.75
per share less any distributions paid after October 31, 1998. Schweitzer-Mauduit
paid a dividend of $.15 per share on December 14, 1998. IG Holdings is in no way
affiliated with Schweitzer-Mauduit and did not contact Schweitzer-Mauduit prior
to the commencement of the offer, nor has Schweitzer-Mauduit been contacted
subsequently by IG Holdings. Schweitzer-Mauduit does not have any additional
information regarding the identity of IG Holdings. However, Schweitzer-Mauduit
noted that it has been informed that other companies have recently announced
similar unsolicited, below-market tender offers purportedly initiated by IG
Holdings.
Schweitzer-Mauduit has 15.9 million shares of common stock outstanding. These
shares are traded on the New York Stock Exchange and closed at $14 9/16 per
share on January 22, 1999, or approximately 16 percent above the IG Holdings
offer price. Therefore, a stockholder who wants to sell Schweitzer-Mauduit
common stock should compare the sale price available on the New York Stock
Exchange at the time of the intended sale with the tender price being offered by
IG Holdings.
Schweitzer-Mauduit International, Inc. is a diversified producer of premium
specialty papers and the world's largest supplier of fine papers to the tobacco
industry. It also manufactures specialty papers for use in alkaline batteries,
vacuum cleaner bags, business forms and printing and packaging applications.
Schweitzer-Mauduit and its subsidiaries conduct business in over 80 countries
and employ 3,400 people worldwide, with operations in the United States, France,
Brazil and Canada.
# # #