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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: August 18,1998
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(Date of earliest event reported)
FEDERAL-MOGUL CORPORATION
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(Exact name of registrant as specified in its charter)
Michigan
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(State or other jurisdiction of incorporation)
1-1511 38-0533580
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(Commission File Number) (IRS Employer Identification Number)
26555 Northwestern Highway, Southfield, Michigan 48034
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(Address of principal executive offices) (Zip Code)
(248) 354-7700
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(Registrant's telephone number including area code)
The total number of pages is 5
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ITEM 5. Other Events.
On August 18, 1998, Registrant issued a press release announcing an
agreement to acquire Cooper Automotive, a business unit of Cooper Industries,
Inc. Additional details are set forth on the attached public announcement
(EXHIBIT A).
SIGNATURE
FEDERAL-MOGUL CORPORATION
By: /s/ Kenneth P. Slaby
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Kenneth P. Slaby
Title: Vice President,
Controller
Dated: September 9, 1998
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EXHIBIT INDEX
Exhibit Table
Number Exhibit Page
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99 Exhibit A Registrant's Press Release
dated August 18, 1998. 4
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EXHIBIT 99
Contact: Kimberly A. Welch 248/354-1916
FOR IMMEDIATE RELEASE
FEDERAL-MOGUL CONTINUES GROWTH WITH AGREEMENT TO ACQUIRE COOPER AUTOMOTIVE
Southfield, Michigan, August 18, 1998... Federal-Mogul Corporation
(NYSE:FMO) today announced an agreement to acquire Cooper Automotive, a
business unit of Cooper Industries, Inc., (NYSE:CBE) for $1.9 billion in
cash.
"Cooper Automotive is an excellent strategic fit with
Federal-Mogul," said Dick Snell, Federal-Mogul chairman and chief
executive officer. "The addition of this premier manufacturer with a
talented management team further strengthens Federal-Mogul's leadership
position in the automotive industry."
Including Cooper Automotive, Federal-Mogul has completed six
acquisitions and joint ventures in 1998. This year marks the company's
most aggressive and profitable growth period in its 99 year history as
Federal-Mogul will have grown from a $2 billion to a $7 billion company
upon completion of the Cooper Automotive acquisition.
Cooper Automotive had 1997 revenues of $1,873 million and its principal
products include: brakes and friction, lighting, chassis parts, ignition
and wiper blades.
"Since March when we acquired T&N and its Ferodo friction business, we
said this was a future growth platform for Federal-Mogul," said Snell.
"This acquisition makes Federal-Mogul the world leader in brake friction,
with over $1 billion in annual sales."
The addition of Cooper's lighting products provides a strong original
equipment complement to Federal-Mogul's existing lighting business. The
combination makes Federal-Mogul the North American market leader in
lighting.
Federal-Mogul's aftermarket offering will be enhanced with such premier
brand names as Wagner/Abex brakes and friction; Wagner/Blazer lighting;
Moog chassis; Champion ignition; and Anco wiper blades.
"These are highly regarded brand names in the marketplace and enjoy the
number one or two leadership position," said Snell. "Expanding our
aftermarket product offering brings efficiencies to our operations that
will benefit our customers."
-more-
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In addition to certain purchase accounting valuation adjustments, at
closing Federal-Mogul expects to take an estimated $55 million in pre-tax
reserves for severance and exit costs and incur $23 million in integration
costs over the subsequent 18 months. The company is anticipating pre-tax
synergy of approximately $94 million in 1999; $154 million in 2000; and
$161 million in 2001. Federal-Mogul expects the acquisition to generate
substantial economic value added and to be modestly accretive to earnings
per share in 1998; while being accretive $.35 in 1999 and $.80 in 2000.
The sale is subject to regulatory approval and is expected to close in the
fourth quarter of 1998.
Headquartered in Southfield, Michigan, Federal-Mogul is a $5 billion
automotive parts manufacturer providing innovative solutions and systems
to global customers in the automotive, light truck, heavy-duty, railroad,
farm and industrial markets. The company was founded in 1899 and employs
41,000 people in 24 countries. Visit the company's web site at
http://www.federal-mogul.com for more information. Federal-Mogul's press
releases are available by fax through Company News On-Call, call
800-758-5804, ext. 306225.
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Information in this press release contains forward-looking
statements which are not historical facts and involve risk and
uncertainties. Actual results, events and performance could differ
materially from those contemplated by these forward-looking statements
including, without limitations, the cost and timing of implementing
restructuring actions related to the combination of the businesses of
Federal-Mogul and Cooper Industries' automotive business, conditions in
the automotive components industry and other factors discussed in this
press release and those detailed from time to time in the company's filing
with the Securities and Exchange Commission.
