UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
HACH COMPANY
(Name of Issuer)
Common Stock
(Title of Class of Securities)
40450410
(CUSIP Number)
Richard D. Nordman
Lawter International, Inc.
990 Skokie Boulevard, Northbrook, IL 60062
(708) 498-4700
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
September 13, 1995
(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 Rule 13d-1(b)(3) or (4), check the following box ( ).
Check the following box if a fee is being paid with the statement ( ). (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13-d1(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
<PAGE> 2
CUSIP NO. 40450410
1 NAME OF REPORTING PERSON/S. S. OR I.R.S. IDENTIFICATION NO. OF
ABOVE PERSON: LAWTER INTERNATIONAL, INC./36-1370818
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
a ( ) b ( )
3 SEC USE ONLY
4 SOURCE OF FUNDS: WC/00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEM 2(d) OR 2(e): ( )
6 CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER: 3,157,220
8 SHARED VOTING POWER: 0
9 SOLE DISPOSITIVE POWER: 3,157,220
10 SHARED DISPOSITIVE POWER: 0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 3,157,220
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
( )
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 27.8%
14 TYPE OF REPORTING PERSON: CO
<PAGE> 3
CUSIP NO. 40450410
Introduction
This Amendment No. 7 relates to the Schedule 13D filed on January 4, 1985,
by Lawter International, Inc. ("Lawter"), with respect to the shares of the
Common Stock, $1.00 par value (the "Common Stock"), of Hach Company, a Delaware
corporation (the "Company"), as previously amended (the "Schedule 13D"). All
terms used herein, unless otherwise defined, shall have the same meaning as in
the Schedule 13D. This Amendment supplements the aforementioned Schedule 13D
and should be read in conjunction therewith.
Item 4. Purpose of Transaction.
On September 13, 1995, Lawter announced that it received a letter from
Kathryn Hach-Darrow, the Chairman of the Company, stating that the Company's
Board had voted to decline Lawter's previously announced offer of $21.00 per
share to purchase the balance of the Common Stock that Lawter does not already
own. The Company's response stated that the Hach family controls approximately
42% of the Hach outstanding shares of Common Stock and that, as a practical
matter, any transaction would require the support of the family shareholders.
In view of the response by the Company's Board, the acquisition of the business
of the Company would not be possible and, therefore, Lawter has terminated its
offer.
Lawter expects to review its alternatives with respect to its
investment in the Company. These alternatives may include, among other things,
Lawter continuing to hold the Common Stock for investment purposes, Lawter from
time to time acquiring additional shares in the open market or in privately
negotiated transactions, or, alternatively, the sale by Lawter of any of its
shares of the Company in the open market or in privately negotiated transactions
to one or more purchasers.
Page
Item 7. Material to be Filed as Exhibits. Number*
1. Press release dated September 13, 1995. 5
<PAGE> 4
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.
LAWTER INTERNATIONAL, INC.
By:/s/ Richard D. Nordman
----------------------
Richard D. Nordman
President
September 15, 1995
<PAGE> 5
Exhibit 1
LAWTER INTERNATIONAL, INC.
990 Skokie Boulevard, Northbrook, IL 60062 - 708-498-4700 - FAX 708-498-0066
For further information, please contact:
Mr. Richard D. Nordman, President
NEWS RELEASE
------------
September 13, 1995 -- Northbrook, Illinois -- Lawter International, Inc.
announced that it received a letter from Kathryn Hach-Darrow, Chairman of Hach
Company, stating that their Board had voted to decline Lawter's offer of $21.00
per share to purchase the balance of Hach stock that Lawter does not already
own. Hach's response stated that the Hach family controls approximately 42% of
the Hach outstanding shares and that, as a practical matter, any transaction
would require the support of the family shareholders. In view of the response
by Hach's Board, the acquisition of the business of Hach would not be possible
and, therefore, Lawter has terminated its offer.
