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:
August 29, 1997
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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 5. Other Events.
On August 29, 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 August 29, 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: August 29, 1997 AUTOLIV, INC.
By: /s/ Joergen Svensson
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Joergen Svensson
Vice President - Legal
Affairs, General Counsel
and Secretary
EXHIBIT INDEX
Exhibit
Number Description
99.1. Press release, dated August 29, 1997, issued by the
Company.
EXHIBIT 99.1
AUTOLIV
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P R E S S R E L E A S E
AUTOLIV INCREASES VERTICAL INTEGRATION
MAKES TENDER OFFER FOR WEBBING SUPPLIER
(Stockholm, August 29, 1997) -- The Autoliv Group (NYSE: ALV
and SSE: ALIV) - a worldwide leader in automotive safety - and
Marling Industries p.l.c. - a world-leading supplier of seat
belt webbing - have reached an agreement on the terms of a
recommended cash offer, to be made by Enskilda Securities on
behalf of Autoliv, to acquire the whole of the issued share
capital of Marling. The Offer will be made on the basis of 17
pence in cash for each Marling Share and values the whole of
the issued share capital of Marling at approximately POUND31
million (US $50 million).
As is usual under UK practice, the Offer will become
unconditional upon acceptance by the holders of not less than
90 percent of the Marling Shares (although Autoliv could
reduce this requirement to not less than 50 percent of the
shares) and satisfaction of certain other conditions. Autoliv
has received irrevocable undertakings from the President and
Directors of Marling and certain family interests as well as
the largest shareholders to accept the Offer in respect of
aggregate holdings amounting to 45,450,549 Marling Shares
representing approximately 25 percent of the issued share
capital of Marling Industries.
Commenting on the Offer, Gunnar Bark, Chairman and Chief
Executive Officer of Autoliv Inc., said:
"The proposed acquisition of Marling is yet another step in
our strategy of increased vertical integration. We have had a
very long and productive business relationship with Marling as
a supplier of webbing for our seat belts. It is therefore
logical for us to make this Offer and we are pleased that our
Offer has been recommended by the Marling Board. We look
forward to welcoming Marling and its employees to our Group."
Commenting on the Offer, Paddy Linaker, Chairman of Marling,
said:
"We believe that the Offer fairly recognizes Marling's value
and not only provides shareholders with a substantial premium
compared with the current share price but also ensures that
Marling will benefit from being a part of the much larger
Autoliv Group, a leading participant in the global car
occupant restraint systems industry."
_______________________________________________________________
Autoliv Inc. Autoliv ASP Inc.
Klarabergsviadukten 70, Sec. C 3350 Airport Road,
P O Box 703 81, S-107 24 Ogden, UT 84405, USA
Stockholm, Sweden Tel +1 (801) 629-9800
Tel +46 (8) 402-0600 Fax +1 (801) 625-4911
Fax +46 (8) 24 44 79
BACKGROUND TO AND REASONS FOR THE OFFER
Autoliv currently holds a 20 percent investment in Marling's
seat belt webbing division which operates from plants in the
Netherlands, Australia and Canada with joint ventures in China
and Malaysia.
A number of other major manufacturers of car occupant
restraint systems have their own seat belt webbing production
and, through this Offer, Autoliv's management expects to
ensure its own supply of webbing in the long term.
The management of Autoliv believes that Marling's activities
are complementary to those of Autoliv and as a result both
groups should benefit from the proposed change of ownership.
INFORMATION ON MARLING
Marling also manufactures high performance industrial
textiles, narrow fabrics and height safety systems.
Marling's key markets are continental Europe, the UK,
Australasia and the Americas and its customers include the
world's major manufacturers of car occupant restraint systems.
For the year ended 31 March 1997, Marling reported turnover of
POUND 62.7 million (US $100 million) and operating profit before
exceptional charges of POUND 3.5 million ($6 million). The loss
before taxation and after exceptional items was POUND 5.2 million
($8 million). Marling's net assets and net debt as at 31 March
1997 were POUND 10.4 million ($17 million) and POUND 9.6 million
($16 million), respectively.
In compliance with local regulations, the Offer will not be
made, directly or indirectly, in or into, or by use of the
mails or any other means or instrumentality (including,
without limitation, facsimile transmission, telex or
telephone) or interstate or foreign commerce of, or any
facilities of a national securities exchange of, the United
States, and will not be capable of acceptance by any such use,
means, instrumentality or facilities or from within the United
States. Nor will the Offer be made in or into Canada,
Australia or Japan.
Autoliv, Inc. manufactures airbags for driver, passenger and
side-impact applications; inflatable knee bolsters, seat
belts, pretensioners, steering wheels, seat components, child
seats, sensors and electronics for virtually all major
automotive manufacturers in the world. Autoliv Inc. has more
than 50 wholly-owned subsidiaries and joint ventures with
16,000 employees in 25 vehicle-producing countries. In
addition, the company has more research and development
centers around the world, including 14 test tracks, than any
other automotive safety supplier. Sales in 1996 amounted to
US $ 3.2 billion and net income to US $ 174 million. The
company's shares are listed on the New York Stock Exchange
(NYSE: ALV), its Swedish Depository Receipts on the Stockholm
Stock Exchange (SSE: ALIV) and its stock options on the
Chicago Board of Option Exchange (CBOE: ALV).
Enquiries:
- Mats oedman, Director Investor Relations, tel. +46-8-402
0623, or +46-708-320933 (mobile)
______________________________________________________________
Autoliv Inc. Autoliv ASP Inc.
Klarabergsviadukten 70, Sec. C 3350 Airport Road,
P.O. Box 703 81, S-107 24 Ogden, UT 84405, USA
Stockholm, Sweden Tel +1 (801) 629-9800
Tel +46 (8) 402-0600 Fax +1 (801) 625-4911
Fax +46 (8) 24 44 79
