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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
December 12, 1995
________________________________
(Date of earliest event reported)
ICO, Inc.
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(Exact name of registrant as specified in its charter)
TEXAS
_____________________________________________
(State or other jurisdiction of incorporation)
0-10068 75-1619554
________________________ ___________________________________
(Commission File Number) (IRS Employer Identification Number)
100 Glenborough Drive, Suite 250, Houston, Texas 77067
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(Address of principal executive offices) (Zip Code)
713-872-4994
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(Registrant's telephone number, including area code)
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Item 5. Other Events.
On December 12, 1995, the Registrant issued a press
release regarding the proposed merger of a subsidiary of the
Company and Wedco Technology, Inc.
Item 7. Financial Statements and Exhibits.
Sequential Page
Number Exhibit Description Number
99 Press Release dated December 12, 1995 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, ICO, Inc. has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
ICO, INC.
Date: December 18, 1995 /s/Asher O. Pacholder
________________________________
Asher O. Pacholder
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ICO, Inc.
PRESS RELEASE
CONTACT: Al Pacholder
Sylvia Pacholder
PHONE: (713) 872-4994
FAX: (713) 872-9610
December 12, 1995 -- ICO, Inc. (ICOC-NASDAQ, BSE) and Wedco
Technology, Inc. (WEDCO-NASDAQ) jointly announced that they have
entered into a definitive merger agreement for the merger (the
Merger ) of Wedco into a subsidiary of ICO. In the proposed
merger, Wedco shareholders will receive the choice of either 2.2
ICO common shares and $3.50 cash or 2.84 ICO common shares for
each Wedco share. After the merger, the Board of Directors of
ICO will have nine members, six designated by ICO and three
designated by Wedco.
As previously announced, the merger is subject to approval
of each company s shareholders, satisfaction of certain
regulatory requirements and other conditions customary to
transactions of this nature. The companies expect to hold
shareholder meetings for the consideration of the proposed merger
in March or April 1996.
Al Pacholder, Chairman of ICO, and William E. Willoughby,
Chairman of Wedco, jointly stated that We are very pleased that
we have reached an agreement on the merger which is beneficial
for both companies and for their shareholders. The combined
business has exciting growth potential both in North America and
Europe as well as in emerging markets. We have revised the
merger agreement, from the previously announced terms, to allow
the combined company to retain a healthy cash balance to take
advantage of the many opportunities presented by the combined
businesses. Dr. Pacholder further stated We look forward to
working with everyone at Wedco and to welcoming Wedco s
shareholders.
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ICO, based in Houston, Texas, serves the energy industry by
testing, inspecting, reconditioning and coating sucker rods and
oil country tubular goods, basic tools utilized in oil and
natural gas exploration and production.
Wedco, based in West Portal, New Jersey, is an international
provider of custom processing services and machinery for the
plastic industry.
Contact:
ICO, Inc.
Al Pacholder or Sylvia Pacholder (713) 872-4994
Wedco Technology, Inc.
Robert F. Bush (908) 479-4181
