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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): February 26, 1999
COLTEC INDUSTRIES INC
(Exact Name of Registrant as Specified in Charter)
Pennsylvania 1-7568 13-1846375
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
3 Coliseum Centre
2550 West Tyvola Road
Charlotte, North Carolina 28217
(Address of Principal Executive Offices)(Zip Code)
Registrant's telephone number, including area code: (704) 423-7000
N/A
(Former Name or Former Address, If Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On February 26, 1999, Coltec Industries Inc issued a press release responding
to the lawsuit filed by AlliedSignal Inc. in the United States District Court
for the Northern District of Indiana. A copy of such press release is filed as
Exhibit 99.1 hereto and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS
(a) Financial Statements of Businesses Acquired.
None.
(b) Pro Forma Financial Information.
None.
(c) Exhibits.
Exhibit 99.1 Coltec Industries Inc Press Release dated
February 26, 1999, titled "Coltec Learns of Lawsuit
by AlliedSignal; Coltec States Suit is Without Merit".
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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.
COLTEC INDUSTRIES INC
(Registrant)
Date: March 1, 1999 By: /s/ David D. Harrison
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David D. Harrison
Executive Vice President and
Chief Financial Officer
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Coltec Industries Inc Contact: Kevin Ramundo
3 Coliseum Centre Phone: (704) 423-7024
2550 West Tyvola Road Fax: (704) 423-7127
Charlotte, North Carolina 28217
www.coltecindustries.com
FOR IMMEDIATE RELEASE
COLTEC LEARNS OF LAWSUIT BY ALLIEDSIGNAL;
COLTEC STATES SUIT IS WITHOUT MERIT
Charlotte, N.C., February 26, 1999 - Coltec Industries Inc (NYSE:COT) stated
today that it intends to vigorously defend the lawsuit filed today against it
and BFGoodrich by AlliedSignal in the United States District Court for the
Northern District of Indiana. Coltec believes the lawsuit is without merit and
that it will not prevent its pending merger transaction with BFGoodrich. Through
the lawsuit, AlliedSignal seeks to enjoin the merger transaction between Coltec
and BFGoodrich, alleging that the merger with BFGoodrich would violate a
long-term contract between AlliedSignal and Coltec and would violate the U.S.
antitrust laws.
Kevin J. Ramundo, Coltec's Vice President of Public Affairs and Investor
Relations, stated, "We believe that AlliedSignal's lawsuit is completely
baseless. This is another example of a company that has its own narrow self
interest in mind and is trying to block a promising merger that is supported by
customers and will be in the best interest of the company's stockholders and
other of its constituencies."
Coltec's Chairman and CEO, John W. Guffey, Jr., stated, "Coltec is committed to
see the transaction with BFGoodrich through to its conclusion, and the
combination of Coltec and BFGoodrich is compelling not only for our shareholders
but also for the customers of both our companies and other constituencies."
The pending merger between Coltec and BFGoodrich remains subject to the
satisfaction of certain conditions including Coltec and BFGoodrich shareholder
approval and clearance from the U.S. antitrust authorities. As previously
disclosed, the U.S. antitrust authorities had requested additional information
from Coltec and BFGoodrich as part of a second request for information. The
companies have been working closely with the U.S. antitrust authorities and
remain hopeful of a prompt and favorable resolution of any outstanding concerns
of those authorities.
Coltec Industries is a leading producer of aerospace and industrial products and
is headquartered in Charlotte, NC.
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