BACOU USA INC
8-K, 1999-10-26
OPHTHALMIC GOODS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


       Date of Report (date of earliest event reported): October 18, 1999
       ------------------------------------------------------------------

                                 BACOU USA, INC.
                                 ---------------
             (Exact name of registrant as specified in its charter)


                                    DELAWARE
                                    --------
                 (State or other jurisdiction of incorporation)


                 0-28040                                05-0470688
           -----------------------------------------------------------------
          (Commission file number)      (IRS Employer Identification Number)


             10 Thurber Boulevard, Smithfield, RI           02917
          ------------------------------------------------------------------
           (Address of principal executive offices)       (Zip Code)


           Registrant's telephone number, including area code: 401-233-0333
           ----------------------------------------------------------------



<PAGE>

Item 5.  Other Events.

     Pursuant  to  Form  8-K,   General   Instruction   F,  the  Company  hereby
incorporates by reference the press release attached hereto as Exhibit 99.


Item 7.  Financial Statements and Exhibits

           Exhibit                     Exhibit Title
           -------                     -------------

           Exhibit 99                  Press Release dated October 18, 1999




<PAGE>


                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934,  as
amended,  the  Company has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.

                                   BACOU USA, INC.
                                   Registrant



                                   By:  /s/ Philip B. Barr
                                      ------------------------------------------
                                          Philip B. Barr
                                          Executive Vice President and Chief
                                          Financial Officer

Dated:  October 18, 1999



                                                                      Exhibit 99

Contact:
At the Company:                               At the Financial Relations Board:
- ---------------                               ---------------------------------
401-233-0333                                  212-661-8030
Philip B. Barr                                Analyst Information: John McNamara
Chief Financial Officer                       Media Information: Alan Goldsand
Investor Relations                            General Information: Jeff Bogart

FOR IMMEDIATE RELEASE
- ---------------------
October 18, 1999

At the Company:                               At the Financial Relations Board:
- ---------------                               ---------------------------------
401-233-0333                                  212-661-8030
Philip B. Barr                                Analyst Information:  Julie Tu
Chief Operating Officer                       Media Information:    David Closs
Investor Relations                            General Information:  Jeff Bogart

FOR IMMEDIATE RELEASE
- ---------------------
October 18, 1999


                   BACOU USA ANNOUNCES EXECUTIVE APPOINTMENTS


     SMITHFIELD,  RI, October 18, 1999 - - Bacou USA, Inc. (NYSE:BAU), a leading
manufacturer of personal protection equipment,  announced today that the company
would  broaden its  executive  suite with the  appointment  of Philip B. Barr to
President and Chief  Executive  Officer,  and Alan H. Bennett to Chief Operating
Officer, effective at the start of next year.

     Walter Stepan, who is currently Co-Chairman,  President and Chief Executive
Officer,  will continue to hold the office of  Co-Chairman of Bacou USA and will
continue as Chairman of Bacou USA Safety, Inc. and other Bacou USA subsidiaries.
He will be focusing his energies in the future on acquisitions,  the development
of the global Bacou USA business,  and other strategic aspects of Bacou's future
growth together with Philippe Bacou, the Chairman, President and Chief Executive
Officer of the France-based Bacou S.A. group,  which is the seventy-two  percent
majority shareholder of Bacou USA.

     Barr will be promoted from his current position of Executive Vice President
and Chief  Operating  Officer.  Bennett is currently the Group President for the
Howard Leight and Uvex divisions; and in his new role as Chief Operating Officer
of Bacou USA, he will focus on the  day-to-day  operating  business of all Bacou
USA subsidiaries and divisions. In this regard, Bennett will also succeed Stepan
as President and Chief  Executive  Officer of Bacou USA Safety,  Inc.,  the main
operating subsidiary of Bacou USA.

     Bacou USA also  announced  today  the  establishment  of the  Office of the
Chairman. This will consist of Philippe Bacou, Walter Stepan, Philip B. Barr and
Alan H. Bennett.

     "As we have grown, it has become necessary to expand our management  team,"
Stepan said in making today's announcement. "When Bacou USA was founded in 1993,
our  Uvex  business  was  on  the  way  to a  record-breaking  sales  result  of
approximately  $38  million.  Today,  we expect our sales in 1999 to exceed $250
million - - a compound  annual  growth rate of over 37 percent for the  six-year
period - - and to report solid  profitability.  With a series of acquisitions in
recent  years,   the  geographic  scope  of  our  business  has  also  increased
significantly.  For example,  since 1994,  we have grown from one  manufacturing
site to eight, and from approximately 300 to 2,500 employees worldwide. In order
to manage this growth effectively,  we need additional  management  resources at
the Bacou USA level."

     "I have hired and groomed Phil Barr for the CEO job, and he is now ready to
take on the  responsibility.  Alan Bennett is a long-time  friend and a seasoned
and successful executive who used to be our biggest Uvex customer years ago when
he  owned  Allied   Industrial   Distributors.   Their  respective   skills  are
well-matched and will result in a strong executive team."

     Barr,  47,  joined Bacou USA in 1995 from the law firm of Edwards & Angell,
the company's  primary outside counsel,  where he had been a partner since 1985.
He has held various positions at both the parent company and its operating units
including,  at Bacou  USA,  the  positions  of Vice  President,  Executive  Vice
President, Chief Financial Officer, Secretary,  Treasurer,  General Counsel and,
since May,  Chief  Operating  Officer.  Barr is a graduate of Brown  University,
received his law degree from  Vanderbilt  University as well as a Master of Laws
in taxation  from the  University of Florida and is a member of the Rhode Island
and Florida bars. He resides in Lincoln, R.I.

     Bennett,  56, joined Bacou USA in January 1999 as President of Uvex Safety,
with  responsibility for the entire Uvex Safety business.  The founder of Allied
Industrial  Distributors in 1969,  Bennett  developed it through internal growth
and acquisitions,  selling the business to Figgie  International in 1988 to form
its Safety Supply  America unit. He then helped develop Safety Supply America as
its President  through 1994, when it was divested by Figgie.  During  1992-1998,
Bennett  served as a member of the board of  directors  of the  National  Safety
Council,  and  he is a  past  president  of the  Safety  Equipment  Distributors
Association and the National Industrial Glove Distributors Association.  He is a
former  director  of Verdugo  Banking  Company,  a Glendale,  Calif.,  financial
institution.  He received his bachelor's degree in business administration,  and
he resides in East Greenwich, R.I., after relocating from Oregon in January.

     Bacou USA, Inc. designs,  manufactures and sells leading brands of products
that protect the sight,  hearing,  respiratory  systems and hands of workers, as
well as related  instrumentation  including vision  screeners,  gas monitors and
test equipment for self-contained  breathing apparatus.  The company's products,
marketed  under  Uvex(R),  Howard  Leight(R),  Perfect  Fit(TM),   Survivair(R),
Pro-Tech(R),  Biosystems(TM),  Titmus(R),  LaserVision(TM) and Lase-R Shield(TM)
brand names,  are sold  principally  to  industrial  safety  distributors,  fire
fighting equipment  distributors and optical laboratories.  News and information
about Bacou USA is available on the Worldwide Web at http:/www.bacouusa.com.

      To receive additional information on Bacou USA, Inc., via fax, at no
                charge, dial 1-800-PRO-INFO and enter code BAU.

                                       ###

Statements  contained in this press  release that are not  historical  facts are
forward-looking  statements that are made pursuant to the safe harbor provisions
of the Private Securities and Litigation Reform Act of 1995. In addition,  words
such  as  "believes,"  "anticipates,"  "expects"  and  similar  expressions  are
intended  to identify  forward-looking  statements.  Forward-looking  statements
involve  risks  and  uncertainties,  including  but not  limited  to the  timely
development and acceptance of new products,  the impact of competitive  products
and  pricing,   changing  market  conditions,   the  successful  integration  of
acquisitions  and the other risks  detailed in the  company's  prospectus  filed
March 27,  1996,  and from time to time in other  filings.  Actual  results  may
differ  materially  from  those  projected.   These  forward-looking  statements
represent  the company's  judgment as of the date of this  release.  The company
disclaims,  however,  any intent or obligation  to update these  forward-looking
statements.


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