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: January 12, 1998
(Date of earliest event reported)
FEDERAL-MOGUL CORPORATION
(Exact name of registrant as specified in its charter)
Michigan
(State or other jurisdiction of incorporation)
1-1511 38-0533580
(Commission File Number) (IRS Employer Identification Number)
26555 Northwestern Highway, Southfield, Michigan 48034
(Address of principal executive offices) (Zip Code)
(248) 354-7700
(Registrant's telephone number including area code)
The total number of pages is 5 <PAGE>
INFORMATION TO BE INCLUDED IN REPORT
ITEM 5. Other Events.
On January 12, 1998, Registrant issued a press release
announcing its agreement to purchase Fel-Pro Incorporated, a
privately-owned manufacturer for $720 million. Additional details
are set forth on the press release attached
hereto as Exhibit A.
SIGNATURE
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.
FEDERAL-MOGUL CORPORATION
By:/s/Diane L. Kaye
Diane L. Kaye
Vice President, General Counsel
and Secretary
Dated: January 12, 1998
<PAGE>
EXHIBIT INDEX
Exhibit Table
Number Exhibit Page
99 Exhibit A Registrant's Press Release
dated January 12, 1998. 4<PAGE>
[TYPE] Exhibit 99
[DESCRIPTION] Press Release
EXHIBIT A
Contact: Kimberly A. Welch 248/354-1916
FOR IMMEDIATE RELEASE
Federal-Mogul Announces Agreement to Acquire Fel-Pro
Southfield, Michigan, January 12, 1998...Federal-Mogul Corporation
(NYSE:FMO) announced today an agreement to acquire Fel-Pro
Incorporated, a privately-owned manufacturer headquartered in
Skokie, Illinois, for $720 million. The transaction includes $225
million in common stock and $495 million in cash. The sale is
subject to regulatory approval and is expected to close in the
first quarter of 1998.
"Fel-Pro is the premier gasket manufacturer for the North American
aftermarket and OE heavy duty market. This is one of the best
known, most respected brand names in the industry and we expect to
build on that strength," said Dick Snell, chairman and chief
executive officer of Federal-Mogul. "We share similar values and
cultures. Fel-Pro was recently recognized as one of the top 100
best companies to work for."
This is the second recent acquisition Federal-Mogul has announced
since the company stated its intent to focus growth efforts on its
core engine and sealing systems businesses. In October, 1997,
Federal-Mogul announced its intent to acquire T&N, plc, a $3
billion supplier of engine and transmission products. Upon
completion of the Fel-Pro and T&N acquisitions, Federal-Mogul will
have grown from a $2 billion to a more than $5 billion company with
a global sealing business of $1 billion.
"Federal-Mogul is the ideal acquirer of Fel-Pro. They have the
leadership, resources, strategy and value systems in place to
enable Fel-Pro to achieve its objectives of pursuing international
growth opportunities, providing complete sealing capabilities and
creating new aftermarket product lines," said Kenneth Lehman and
David Weinberg, co-chairmen of Fel-Pro.
"Federal-Mogul shares both our passion and vision to be customer
focused, and supports the value of a strong and productive
team-oriented employee culture. Together, the strategic fit of our
products makes a compelling market offering for both our
aftermarket and OE customers," added Lehman, who will be joining
Federal-Mogul's Board of Directors.
Federal-Mogul expects to take an estimated $15-20 million pre-tax
restructuring charge and realize annual synergies of $35 million
beginning in 1999.
In 1997, Fel-Pro had sales of approximately $500 million. The
company has more than 2,700 employees in 16 locations organized
into four business units: Gaskets, FP Diesel, FP Chemical Products,
and FP Performance. Gasket sales for 1997 were approximately $350
million and include cylinder head and molded rubber gaskets, and
marine and performance gaskets marketed under various brand names
including Permatorque Blue, Fel-Coprene, Print-O-Seal and PermaDry
Plus. Gasket facilities are located in Illinois, Michigan, Canada
and Mexico.
FP Diesel which supplies heavy duty diesel engine parts and gaskets
to the worldwide diesel aftermarket, produces a complete line of
gaskets and engine parts for engine rebuilders with operations in
California, Florida, Tennessee, Wisconsin and England. FP
Performance which supplies performance gaskets, transmissions, and
torque convertors to racers and enthusiasts has operations in
Illinois, Michigan and Mississippi. Fel-Pro Chemical, which
provides maintenance and repair chemicals to industrial
distribution, manufactures specialty lubricants, sealants,
adhesives, and epoxy/urethane materials with operations in
Illinois, Colorado, Scotland and Colombia.
Headquartered in Southfield, Michigan, Federal-Mogul is a $2
billion global manufacturer and distributor of a broad range of
non-discretionary parts primarily for automobiles, light trucks,
heavy trucks, and farm and construction vehicles. The company was
founded in 1899. Visit the company's web site at
http://www.federal-mogul.com for more information.
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, the combination of the
businesses of Federal-Mogul, T&N, and Fel-Pro, conditions in the
automotive components industry, certain global and regional
economic conditions and other factors discussed in this press
release and those detailed from time to time in the company's
filings with the Securities and Exchange Commission.
