SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): November 12, 1999
HOWMET INTERNATIONAL INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 1-13645 52-1946684
(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
475 Steamboat Road
Greenwich, Connecticut 06836-1960
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (203) 661-4600
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ITEM 5. OTHER EVENTS
On November 12, 1999, Howmet International Inc. (the "Company") issued a
press release announcing that the Committee of Independent Directors of the
Company's board of directors will review a proposal received earlier that day by
Cordant Technologies Inc. ("Cordant") to acquire all of the outstanding shares
of the Company not currently owned by Cordant for a price of $17.00 per share in
cash, and that the Committee of Independent Directors has been authorized to
retain independent financial and legal advisors to advise the Committee. The
text of the Company's press release is filed as Exhibit 99.1 hereto and
incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits. The following exhibits are filed as part of this report:
99.1 Press release, dated November 12, 1999, issued by
Howmet International Inc.
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SIGNATURE
Pursuant to the requirements of Section 12 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.
Dated: November 12, 1999
HOWMET INTERNATIONAL INC.
By: /s/ Roland A. Paul
Name: Roland A. Paul
Title: Vice President,
General Counsel and Secretary
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EXHIBIT INDEX
Exhibit
Number Description
99.1 Press release, dated November 12, 1999, issued by Howmet International
Inc.
Exhibit 99.1
COMMITTEE OF INDEPENDENT DIRECTORS OF HOWMET INTERNATIONAL BOARD TO REVIEW
CORDANT TECHNOLOGIES PROPOSAL TO PURCHASE PUBLICLY TRADED HOWMET SHARES
GREENWICH, CT, NOVEMBER 12, 1999 - Howmet International Inc. (HWM-NYSE)
announced that the Committee of Independent Directors of its board of directors
will review a proposal announced earlier today by Cordant Technologies Inc. to
acquire all of the outstanding shares of Howmet not currently owned by Cordant
for a price of $17.00 per share in cash. Cordant currently owns approximately
84.6 percent of the shares outstanding of Howmet. The Committee of Independent
Directors has been authorized to retain independent financial and legal advisors
to advise the Committee.
Howmet International Inc. is the world's largest manufacturer of precision
castings, primarily for jet aircraft and industrial gas turbine engines.
Howmet and its affiliates operate 29 production facilities in the United
States, Canada, France, the United Kingdom and Japan.
CONTACT:
Doreen Deary
Corporate Communications
(203) 625-8735
[email protected]
