SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)
Engelhard Corporation
(Name of Issuer)
Common Stock, $1.00 par value
(Title of Class of Securities)
292845104
(CUSIP Number)
N. Jordan
Secretary
Minorco
Boite Postale 185
L-2011 Luxembourg City
Luxembourg
Telephone: 011-352-404-1101
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
May 21, 1999
(Date of Event which Requires Filing of this Statement)
------------------------
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss. 240.13d- 1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box |_|.
<PAGE>
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
MINORCO
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
|_| (a)
|_| (b)
(3) SEC Use Only
(4) Source of Funds (See Instructions)
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item
2(d) or 2(e).
(6) Citizenship or Place of Organization Luxembourg
Number of (7) Sole Voting Power By Subsidiary 0 Common Shares
Shares
Beneficially (8) Shared Voting Power
Owned by
Each (9) Sole Dispositive Power By Subsidiary 0 Common
Reporting Shares
Person With (10) Shared Dispositive Power
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
0 Common Shares
(12) Check if the Aggregate Amount in Row (11)
Excludes Certain Shares (See Instructions)
(13) Percent of Class Represented by Amount in Row (11) 0.0%
(14) Type of Reporting Person (See Instructions) CO
<PAGE>
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
(2 Check the Appropriate Box if a Member of a Group (See Instructions)
|_| (a)
|_| (b)
(3) SEC Use Only
(4) Source of Funds (See Instructions)
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item
2(d) or 2(e).
(6) Citizenship or Place of Organization Luxembourg
Number of (7) Sole Voting Power 0 Common Shares
Shares
Beneficially (8) Shared Voting Power
Owned by
Each (9) Sole Dispositive Power 0 Common Shares
Reporting
Person With (10) Shared Dispositive Power
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
0 Common Shares
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
(13) Percent of Class Represented by Amount in Row (11) 0.0%
(14) Type of Reporting Person (See Instructions) CO
<PAGE>
Item 1. Security and Issuer.
This Amendment No. 10 to the Schedule 13D, dated June 8, 1981,
of Minerals and Resources Corporation (as amended by Amendments Nos. #1 through
9, the "Schedule 13D"), is filed to reflect information required pursuant to
Rule 13d-2 of the Securities Exchange Act of 1934, as amended (the "Act"),
relating to shares of Common Stock, $1.00 par value, of Engelhard Corporation,
whose address is 100 Wood Avenue, Iselin, New Jersey 08830 ("EC").
Item 4. Purpose of Transaction.
Item 4 of the Schedule 13D is hereby amended by adding the
following two paragraphs:
"EC and Minorco have announced that they have completed their
repurchase and secondary offering of 45,943,494 shares of EC common stock.
Pursuant to the Stock Purchase and Registration Rights
Agreement between EC and Minorco and dated as of March 2, 1999, EC agreed to
purchase from Minorco certain shares of common stock of EC held by Minorco and
arrange for an underwritten secondary offering of the remaining shares of common
stock of EC held by Minorco. On May 21, 1999 EC purchased from Minorco
17,943,494 shares of EC common stock at a price equal to $18.72 per share and
28,000,000 shares were sold by Minorco to an underwriting syndicate led by
Morgan Stanley Dean Witter, JP Morgan & Co. and Lazard Freres & Co. LLC for
$19.50 per share less underwriting discounts for a net price per share of
$18.72. The consummation of these transactions resulted in the disposition of
all of the EC common stock held by Minorco except for 11,389 shares of common
stock of EC granted to executive directors of Minorco (and ceded to Minorco) on
the EC board of directors. The shares were issued to them pursuant to EC's Stock
Bonus Plan for Non-Employee Directors. The shares have not yet vested and will
be purchased by EC for $18.72 per share if and when they vest."
<PAGE>
Item 5. Interest in Securities of the Issuer.
See Item 4 above.
Item 7. Material to Be Filed as Exhibits.
Item 7 of the Schedule 13D is hereby amended to add the
following exhibits:
EX-99 Press Release dated May 19, 1999.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
MINORCO
By: /s/ Ben E. Keisler
---------------------------------
Name: Ben E. Keisler
Title: Senior Vice President
TAURUS INVESTMENTS S.A.
By: /s/ Ben E. Keisler
---------------------------------
Name: Ben E. Keisler
Title: Assistant Company Secretary
Date: May 21, 1999
For release: Wednesday 19 May 1999
Minorco Prices Sale of Engelhard Shares
Minorco announces today that it has priced the public sale of 28 million shares
of common stock of Engelhard Corporation at $19.50 per share before commissions.
After commissions the price per Engelhard share will be $18.72. Engelhard will
purchase the balance of the shares held by Minorco (approximately 18 million) at
$18.72. The transaction will be completed by 21 May 1999.
Minorco will compensate Engelhard for the costs and expenses incurred in
connection with the transaction.
Minorco previously announced its intention to divest its interest in Engelhard
prior to the combination of its businesses with those of Anglo American
Corporation of South Africa Limited to form Anglo American plc.
Enquires:
Nick von Schirnding
Vice President, Investor and Corporate Affairs
+ 44 171 698 8540
