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):
May 1, 1997
AUTOLIV, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
001-12933 (51-037854)
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(Commission File Number) (IRS Employer Identification No.)
World Trade Center
Klarabergsviadukten 70
S-107 24 Stockholm
Sweden
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(Address of principal executive offices)
46 (8) 402 0600
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Registrant's Telephone Number, Including Area Code
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(Former Name or Former Address, if Changed Since Last Report)
Item 2. Acquisition or Disposition of Assets.
and Item 5. Other Events.
On May 1, 1997, Autoliv, Inc. (the "Company") issued a press
release, which is attached hereto as Exhibit 99.1 and is hereby
incorporated by reference.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(c) Exhibits.
99.1. Press release, dated May 1, 1997, issued by the
Company.
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.
Date: May 1, 1997 AUTOLIV, INC.
By: /s/ Joergen Svensson
Joergen Svensson
Secretary
EXHIBIT INDEX
Exhibit
Number Description
99.1. Press release, dated May 1, 1997, issued by the
Company.
EXHIBIT 99.1
[AUTOLIV, INC. LETTERHEAD]
P R E S S R E L E A S E
FOR IMMEDIATE RELEASE
CONTACT:
Kathy Whitehead Mats Oedman
Manager Marketing Communications Director, Investor Relations
Autoliv ASP, Inc. Autoliv Inc.
(801) 625-4952 +46 (8) 402 0623
COMBINATION OF MORTON AUTOMOTIVE SAFETY PRODUCTS
AND AUTOLIV AB COMPLETED
AUTOLIV INC. FORMED
MAY 1, 1997 - Autoliv Inc., the world's leading supplier of
automotive safety components and systems, was formed today upon
completion of the combination of Morton International's
Automotive Safety Products group in the United States and
Swedish-based Autoliv AB. Trading in the new company's shares
will begin today on the New York Stock Exchange (NYSE: ALV) and
trading in the company's Swedish depository receipts will
commence tomorrow on the Stockholm Stock Exchange (SSE: ALIV).
The new company will have more than 25,000 shareholders with
60 percent of its shares in the United States, 20 percent in
Sweden and the remaining 20 percent in the rest of Europe. Based
on the current stock price for the Autoliv AB shares, the market
capitalization of Autoliv Inc. is approximately U.S. $3.5
billion. The new company employs 15,000 people in 25 vehicle-
producing countries worldwide, with 1996 pro forma sales of
approximately $3.2 billion. Fifty-five percent of its sales are
in Europe, 35 percent in North America and 10 percent in the rest
of the world.
"This merger of equals brings together the highest quality
products and customer service capabilities in the world," said
Gunnar Bark, chairman and chief executive officer, Autoliv Inc.
and chairman of Autoliv AB. "Autoliv is now the industry
innovator and leader in automotive safety."
"The combination of these two premier companies creates a
world-class leader in the global market for automotive safety
products," said Fred J. Musone, chief operating officer of
Autoliv Inc. Mr. Musone continued: "Autoliv is a specialist
in the area of automotive safety and is a development partner
with virtually all major automotive manufacturers around the world."
Under the terms of the merger and assuming 100% acceptance
of the exchange offer being made by Autoliv Inc. to holders of
Autoliv AB shares, Morton shareholders will receive a 46.5%
interest in Autoliv Inc. (or .341 of an Autoliv Inc. share per
Morton share), and Autoliv AB shareholders will receive a 53.5%
interest in Autoliv Inc. (or one Autoliv Inc. share per Autoliv
AB share). As previously announced, the merger was approved by
Morton at its April 24 special meeting of shareholders, and to
date 92.5% of the Autoliv AB shares have been tendered in the
exchange offer.
To enable Autoliv AB shareholders who have not yet accepted
the Exchange Offer to do so, Autoliv Inc. has extended the
acceptance period until May 9, 1997. Settlement of shares
tendered during such extension is expected to take place on May
14, 1997. During such extension of the acceptance period,
shareholders will not have withdrawal rights. Subsequent to the
expiration of the extended acceptance period, Autoliv Inc.
intends to initiate a compulsory acquisition process in order to
acquire any remaining outstanding shares of Autoliv AB. Payment
for the Autoliv securities so acquired will be made after a
tribunal has determined the price, which determination may take
up to two years, and may be further delayed until any appeals
from the decision of the tribunal have been finally resolved.
Autoliv Inc. manufactures airbags for driver, passenger and
side-impact applications, inflatable knee bolsters, seat belts,
pretensioners, whiplash protection systems, steering wheels, seat
components, child restraints, sensors and electronics for
virtually all major automotive manufacturers in the world. In
addition, the company has more research and development centers
around the world, including 14 test tracks, than any other
automotive safety supplier.
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