SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): July 20, 1998
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AMERICAN BANKNOTE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-3410 13-0460520
(State or other jurisdiction of (Commission file number) (I.R.S. employer
incorporation or organization) identification no.)
200 PARK AVENUE, NEW YORK, NEW YORK 10166-4999
(Address of principal executive offices) (Zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 557-9100
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On July 20, 1998, American Bank Note Holographics, Inc. ("ABNH"),
until then a wholly owned subsidiary of American Banknote Corporation ("ABN"),
consummated the initial public offering (the "Offering") of 13,636,000 shares of
ABNH common stock (the "ABNH Common Stock") at a price to the public of $8.50
per share. All of such shares of ABNH Common Stock were offered and sold to the
public by ABN, which received net proceeds from such sale of approximately $107
million. Upon consummation of the Offering, ABNH became a public company, listed
on the New York Stock Exchange, and ABN no longer owns any ABNH Common Stock.
The ABNH Common Stock was offered and sold to the public in a
registered public offering underwritten by underwriters represented by
NationsBanc Montgomery Securities LLC, Lazard Freres & Co. LLC, Raymond James &
Associated, Inc. and Smith Barney Inc. The initial public offering price was
determined by negotiations among ABN, ABNH and such representatives.
ABN anticipates applying substantially all of the net proceeds to
ABN from the sale of ABNH Common Stock in the Offering to repay indebtedness on
ABN's 10-3/8% Senior Notes due 2002 and for general corporate purposes.
On July 14, 1998, the date of pricing of the Offering, ABNH issued
the press release attached hereto as Exhibit 1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
(b) Pro Forma Financial Information.
The pro forma financial information contemplated by this item,
reflecting consummation of the Offering, is not included in this initial report
on Form 8-K. Such information will be filed by amendment within 60 days after
the date hereof.
(c) Exhibits
99.1. Press Release issued by ABNH on July 14, 1998.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, American Banknote Corporation has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
AMERICAN BANKNOTE CORPORATION
Date: August 3, 1998 By: /s/ HARVEY J. KESNER
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Harvey J. Kesner
Executive Vice President
FOR IMMEDIATE RELEASE
AMERICAN BANK NOTE HOLOGRAPHICS COMPLETES
INITIAL PUBLIC OFFERING
ELMSFORD, NY - July 14, 1998 - American Bank Note Holographics, Inc. (NYSE:ABH)
today announced the completion of its initial public offering of 13,636,000
shares of its common stock at a price of $8.50 per share. Effective July 15,
1998, American Bank Note Holographics common stock will trade on the New York
Stock Exchange under the symbol, "ABH".
Prior to this offering, the Company was a wholly-owned subsidiary of American
Banknote Corporation [NYSE:ABN]. The parent will not retain any common stock in
the Company and will receive all of the net proceeds of the IPO, of
approximately $107 million.
NationsBanc Montgomery Securities LLC was the lead underwriter for the offering,
and Lazard Freres & Co. LLC, Raymond James & Associates, Inc., and Salomon Smith
Barney served as co-managers. The Company has granted to the underwriters a
30-day option to purchase up to an additional 2,045,400 shares of the Company's
common stock, to cover over-allotments, if any. Net proceeds to ABH, if the
entire over-allotment option is exercised, would be approximately $15.5 million.
According to Morris Weissman, Chairman of both American Banknote Corporation and
American Bank Note Holographics, "This IPO is a win-win for both companies. With
the IPO proceeds, ABN is in a vastly improved financial condition. ABH can now
concentrate on continuing the profitable growth of its core security holography
business as well as explore business and market expansion opportunities."
American Bank Note Holographics ("ABH") is a world leader in the origination,
production, and marketing of mass-produced secure holograms, based on its
significant market share. The Company's holograms are used for security
applications, such as counterfeiting protection for credit and other transaction
cards, identification cards and documents of value, as well as for tamper
resistance and authentication of high-value consumer and industrial products.
This communication shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of these securities in any state in
which such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such states.
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CONTACT:
ABH -OR- INVESTOR RELATIONS
COUNSEL
Joshua C. Cantor, President The Equity Group Inc.
(914) 592-2355 Loren Goldstein (212)
836-9604
www.abnh.com Linda Latman (212) 836-9609
