S E C U R I T I E S A N D E X C H A N G E C O M M I S S I O N
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 (date of earliest event report): December 8, 1994.
M. A. HANNA COMPANY
(Exact name of Registrant as specified in its charter)
Delaware 1-5222 34-0232435
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
Suite 36-5000, 200 Public Square, Cleveland, Ohio 44114-2304
Address of Principal Executive Offices
Registrant's telephone number, including area code:
(216) 589-4000
_____________________________________________________________________
(Former name or former address, if changed since last report)
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Item 5. Other Events
Proposed Sale of Day International, Inc.
On December 8, 1994, the Registrant announced its plans to sell Day
International, Inc., a wholly-owned subsidiary of the Registrant ("Day
International").
Day International produces highly engineered blankets used on offset
printing presses to transfer ink from the printing plate to paper and
consumable parts used by textile mills in the production of yarns and
fabrics. Day International, with annual sales of $117 million, has
manufacturing facilities in Asheville, North Carolina; Three Rivers,
Michigan; Dundee, Scotland; and Lerma, Mexico. The Registrant has retained
the investment banking firm of Salomon Brothers, Inc. to assist in the
divestiture.
As a result of the decision to sell Day International, generally accepted
accounting principles require that its sales and profits be reported as
discontinued operations on the Registrant's financial statements. Restated
quarterly financial statements for 1993 and 1994 may be obtained from the
Registrant.
Item 7. Financial Statements and Exhibits.
(c) The following exhibits are filed herewith.
20. Press Release issued by the Registrant on December 8, 1994
announcing the Registrant's plans to sell Day
International, Inc.
M. A. HANNA COMPANY
(Registrant)
By /s/ John S. Pyke, Jr.
John S. Pyke, Jr.
Vice President, General Counsel and
Secretary
Dated: December 20, 1994
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EXHIBIT INDEX
NUMBER DOCUMENT PAGE
20 Press Release issued by the Registrant on 4
December 8, 1994 announcing the Registrant's
plans to sell Day International, Inc.
Exhibit 20
N E W S R E L E A S E
For Immediate Release
Investor Contact: Barb Gould (216) 589-4085
Media Contact: Andy Opila (216) 589-4018
M.A. HANNA PLANS TO SELL DAY INTERNATIONAL, INC.
CLEVELAND (December 8, 1994)....M.A. Hanna Company (NYSE/CHX:
MAH), an international specialty chemicals company, today
announced plans to sell Day International, Inc., based in Dayton,
Ohio. The company has retained the investment banking firm of
Salomon Brothers Inc. to assist in the divestiture.
Day International, with annual sales of $117 million, produces
highly engineered blankets used on offset printing presses to
transfer ink from the printing plate to paper and consumable
parts used by textile mills in the production of yarns and
fabrics. It has manufacturing facilities in Asheville, North
Carolina; Three Rivers, Michigan; Dundee, Scotland; and Lerma,
Mexico. All are ISO registered.
<PAGE>
"Day International is a well-run, profitable business, but, as a
manufacturer of finished products, it is outside our strategic
focus to serve the worldwide polymers industry," said M.A. Hanna
Chairman Martin D. Walker. "Our objective to become the leading
supplier of specialty rubber and plastic materials and an
international distributor of plastic resins requires continued
aggressive investment. The sale of Day International will
maintain our financial flexibility to fund opportunities in our
core businesses. We are confident that the customers and
associates of Day International will benefit with an owner more
focused on the printing and textiles industries."
Walker noted that Day International Printing Products and
Textiles Products are leaders in their industries in the United
States and are strong competitors in Europe and Asia. The
company's management has led the business through a series of new
product introductions such as the Newsmaker TM and the
Patriot TM 3000. "Day International's strong product lines,
combined with leading technology and a seasoned management team,
represent an opportunity for prospective domestic or
international buyers," Walker said.
<PAGE>
Day International, Inc. was acquired by M.A. Hanna in 1987.
Other M.A. Hanna business units that were part of the Day
acquisition are Cadillac Plastic, the number one distributor of
plastic shapes in North America, and Colonial Rubber and
Plastics, which have the largest compounding capacities in North
America.
As a result of the decision to sell Day International, generally
accepted accounting principles require that its sales and profits
be reported as discontinued operations on the M.A. Hanna
financial statements. This accounting treatment does not affect
the strong performance of Day International, which will continue
to operate as an ongoing and viable business.
Restated quarterly financial statements for 1993 and 1994 are
available by calling M.A. Hanna's Investor Relations Department
(800-688-4259). To obtain additional information about the sale
of Day International, a conference call is scheduled for
11 a.m. EST on December 8, 1994. To participate, call 212-346-0107.
M.A. Hanna Company has sales greater than $1.5 billion. Primary
businesses of M.A. Hanna are plastic and rubber compounding,
color and additive concentrates and resin distribution.