SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF
THE SECURITIES EXCHANGE ACT OF 1934
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DEXTER CORPORATION
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As filed with the Commission on June 30, 2000
DEXTER -2
Dexter Corporation
One Elm Street
Windsor Locks, CT 06096-2334
Tel: 860.292.7675
Fax: 860.292.7673
Contact:
Kathleen Burdett
John Thompson
Dexter Corporation
860.292.7675
or
Lawrence A. Rand
Michael Freitag
Kekst and Company
212.521.4800
FOR IMMEDIATE RELEASE
DEXTER ASSET SALE TO LOCTITE RECEIVES APPROVAL OF HENKEL SHAREHOLDER COMMITTEE
WINDSOR LOCKS, CONNECTICUT, June 29, 2000 - Dexter Corporation (NYSE:DEX)
today announced that, as expected, the shareholder committee
(Gesellschafterausschuss) of Henkel KGaA of Germany has approved the
definitive asset sale agreement signed by Dexter and Loctite Corporation (a
member of the Henkel Group) on June 20, 2000.
As previously announced, in conjunction with its ongoing program to
maximize shareholder value in the short term, Dexter has agreed to sell its
Electronic Materials, Adhesives and Polymer Systems businesses to Loctite
for $400 million in cash. The agreement was previously approved by Dexter's
Board of Directors and the Management Board of Henkel. The transaction is
subject to customary regulatory approvals including the Hart-Scott Rodino
Act and other customary conditions.
The Loctite transaction is not subject to approval of Dexter's
shareholders. However, on June 22, 2000, International Specialty Products
Inc. sought permission from the United States District Court for the
District of Connecticut to move for a preliminary injunction enjoining
Dexter from closing the Loctite sale and requiring that Dexter obtain
shareholder approval for this transaction. A hearing on ISP's motion has
been scheduled for July 18.
Dexter Corporation is a global specialty materials supplier with three
operating segments: life sciences, nonwovens, and specialty polymers. The
company supplies specialty materials to the aerospace, electronics, food
packaging, and medical markets.
Note - We are required to include with all communications regarding our
program to maximize value for our stockholders the following cautionary
statement - "No assurance can be given that shareholder value will be
maximized."
Any statements in this press release that are not historical facts are
"forward-looking statements" as that term is defined under the Federal
Securities Laws. Forward-looking statements are subject to risks,
uncertainties and other factors, which could cause actual results to differ
materially from those stated in such statements. These and other risks are
detailed in the Company's filings with the Securities and Exchange
Commission.
Special Materials for Special Effects
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