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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
Date of Report (Date of earliest event reported): November 20, 1997
AMERICAN BANKNOTE CORPORATION
(Exact name of Registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
1-3410 13-0460520
(Commission File No.) (IRS Employer Identification No.)
200 Park Avenue, New York, NY 10166-4999
(Address of principal executive offices) (Zip Code)
Registrant's Telephone No., including area code: (212) 557-9100
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Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits:
Pro Forma Combined Statement of Operations - Unaudited
The following table sets forth summary historical financial data of
American Banknote Corporation (the "Corporation") for the year ended
December 31, 1996 and has been derived from the Corporation's audited
consolidated financial statements filed on Form 10-K for the year ended
December 31, 1996, and incorporated herein by reference. The unaudited
Pro Forma Combined Statement of Operations has been derived from the
Corporation's historical financial statements and give effect to the 1996
two-step acquisition of its 100% ownership in its Australia/New Zealand
subsidiary. The unaudited Pro Forma Combined Statements of Operations
have been prepared using United States Generally Accepted Accounting
Principles, including certain purchase accounting assumptions. The
historical financial statements of the Leigh-Mardon Security Group
("LM"), Australia's oldest and largest security printer, have been
derived from the unaudited Pro Forma Financial Combined Statement of
Operations for the nine months ended September 30, 1996 included in
Amendment No. 1 to Current Report on Form 8-K/A dated November 14, 1996,
incorporated herein by reference, and have been translated into US
dollars using average exchange rates during the period.
The initial acquisition of 55% of LM closed in June 1996 and in November
1996, the Corporation announced the acquisition of the remaining 45%
interest. For a description of the acquisition of LM, reference is made
to the Corporation's Current Report on Form 8-K dated April 16, 1996;
Current Report on Form 8-K dated June 18, 1996; Amendment No. 1 to
Current Report on Form 8-K/A dated August 14, 1996; Current Report on
Form 8-K dated November 14, 1996; and Amendment No. 1 to Current Report
on Form 8-K/A dated November 14, 1996.
The unaudited Pro Forma Combined Statement of Operations assumes that the
acquisition of LM had occurred as of the beginning of the period
indicated and is not intended to represent and is not indicative of what
the Corporation's results of operations actually would have been or to
project the Corporation's results of operations for any future period.
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AMERICAN BANKNOTE CORPORATION
PRO FORMA COMBINED STATEMENT OF OPERATIONS- Unaudited
Assumes that American Banknote Corporation ("ABN") Acquired LM
as of January 1, 1996 in a Purchase Transaction
For the Year Ended December 31, 1996
(In thousands, except per share data)
Pro Pro
ABN LM Forma Forma
Historical Historical Adjust's Combined
(*)
Sales $309,450 $33,474 $342,924
Costs and expenses:
Costs of goods sold 202,158 21,783 223,941
Selling and administration 48,263 4,504 52,767
Depreciation and
amortization 20,042 2,077 $ 617 (a) 22,736
270,463 28,364 617 299,444
38,987 5,110 (617) 43,480
Other (expense) income
Interest expense (28,864) (987) (2,232)(b) (32,083)
Foreign translation
loss, net (255) - (255)
Provision for litigation (2,400) (2,400)
Other, net 2,265 5 2,270
(29,254) (982) (2,232) (32,468)
Income before taxes 9,733 4,128 (2,849) 11,012
Provision for taxes 400 1,793 (1,002)(c) 1,191
Income before
minority interest 9,333 2,335 (1,847) 9,821
Minority interest 5,234 - (439)(d) 4,795
Income from
continuing operations $ 4,099 $ 2,335 $(1,408) $ 5,026
Average shares outstanding 20,500 20,500
Earnings per share from
continuing operations $ .20 (e) $ .25
(*) Additional five months of LM operations
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Pro-Forma Adjustments
(a) Additional amortization of excess cost
of investment in subsidiary over net assets
acquired over 25 years, for the period
prior to acquisition $ 875
Less historical Leigh-Mardon amortization (800)
Additional depreciation and amortization
based on the estimated fair value received 542
$ 617
(b) Additional interest expense in connection
with acquisition borrowings $ 3,219
Less historical interest charged by
former parent corporation, no existing
debt being assumed (987)
$ 2,232
(c) Tax adjustment based on deductible items
at statutory rates $(1,002)
(d) Elimination of LM minority interest
previously recorded $ (439)
(e) ABN historical earnings includes LM earnings of
$1.6 million or $.08 per share.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Corporation has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
AMERICAN BANKNOTE CORPORATION
BY: s/JOHN T. GORMAN
John T. Gorman
Executive Vice President and
and Chief Financial Officer
Date: November 20, 1997