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UNITED STATES 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): April 27, 1998
Commission File Number 1-5097
JOHNSON CONTROLS, INC.
(Exact name of registrant as specified in its charter)
Wisconsin 39-0380010
(State of Incorporation) (I.R.S. Employer Identification No.)
5757 N. Green Bay Avenue
P.O. Box 591
Milwaukee, Wisconsin 53201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (414) 228-1200
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ITEM 5 OTHER EVENTS
On April 27, 1998, Johnson Controls, Inc. (the Company) and Becker Group reached
an agreement in which the Company will acquire Becker Group for an anticipated
purchase price of approximately $550 - $600 million, plus the assumption of
Becker Group's debt, which is expected to approximate $300 - $350 million.
Becker Group is a privately held firm based in Sterling Heights, Michigan and
Wuppertal, Germany. It is a major supplier of interior systems, particularly
door systems and instrument panels. Becker Group also provides systems
integration services to its two largest customers.
The transaction is subject to certain conditions including the appropriate
regulatory approvals.
ITEM 7 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits:
99 Press release issued by the registrant on April 27, 1998.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
JOHNSON CONTROLS, INC.
BY Stephen A. Roell
--------------------------
Stephen A. Roell
Vice President and
Chief Financial Officer
Date: April 28, 1998
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[JOHNSON CONTROLS LOGO] NEWS RELEASE
Johnson Controls, Inc., with headquarters in Milwaukee, Wisconsin, is a global
market leader in automotive systems and controls. Through its Automotive Systems
Group, it supplies seating systems, interior systems and batteries to the
automotive original equipment and replacement markets. The Controls Group serves
the nonresidential buildings market with control systems and services, and
integrated facility management.Founded in 1885, it operates in more than 500
locations worldwide. Johnson Controls securities (JCI) are listed on the NYSE.
Contact: MEDIA: Jeff Steiner RELEASE: April 27, 1998
(734) 254-5932
ANALYSTS: Denise Zutz
(414) 228-3155
JOHNSON CONTROLS ANNOUNCES AGREEMENT TO
ACQUIRE GLOBAL VEHICLE INTERIOR SUPPLIER BECKER GROUP
Premier supplier of vehicle interior systems strengthens design and
manufacturing capabilities in Europe and North America
MILWAUKEE, WISCONSIN USA (APRIL 27, 1998) -- Johnson Controls, Inc.
(NYSE: JCI) announced today that it will acquire automotive interior supplier
Becker Group, of the United States, and its Becker Group Europe. The acquisition
establishes Johnson Controls as the leading supplier of interior systems in
Europe and strengthens the company's North American capabilities for complete
interiors.
Becker Group is a privately held firm based in Sterling Heights,
Michigan, and Wuppertal, Germany. Its 1998 sales are expected to be
approximately US$1.3 billion, of which 70 percent is in Europe. Becker Group is
a major supplier of interior systems, particularly door systems and instrument
panels. It also provides systems integration services to its largest customers,
Daimler-Benz and Chrysler. Other major customers of the company are Audi, BMW,
Ford, General Motors/Opel, Mitsubishi, Renault, Rover, Toyota, Volkswagen and
Volvo.
In addition to door systems and instrument panels, Becker Group's
product line includes modular headliners, floor consoles, sun visors and other
interior trim components.
Johnson Controls said the company anticipates paying between US$550-600
million for Becker Group, plus the assumption of the company's debt. The
transaction is expected to be completed this summer, following regulatory
approvals.
-more-
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JOHNSON CONTROLS, INC
April 27, 1998
Page 2
James H. Keyes, chairman and chief executive officer of Johnson
Controls, said, "The acquisition is a major part of our strategy to become the
global leader in automotive interior systems, in addition to our current
strength in seating systems. Becker Group, including its Europe-based Happich
Fibrit subsidiary, provides Johnson Controls with a strong engineering and
manufacturing organization to increase the level of service and capabilities we
can offer to European-based vehicle manufacturers."
John M. Barth, executive vice president for Johnson Controls, added
that Becker Group also expands Johnson Controls' North American complete
interiors integration and engineering resources as well as its domestic
manufacturing base.
Johnson Controls, the world's largest supplier of complete seat
systems, entered the interior systems market in the 1990s through a combination
of resource development inside the company and acquisitions. The acquisition of
France-based Roth Freres added to its overhead systems capabilities in Europe,
and the acquisition of U.S.-based Prince Corporation provided Johnson Controls
with expertise in several interiors systems, including electronics.
Mr. Barth stated that "Johnson Controls and Becker Group have long
histories of customer satisfaction and product innovation. Through this
agreement, we now have interior systems resources in Europe and North America
that are unmatched, including outstanding engineering, a solid manufacturing
base and product technology that adds value for our customers and delights
vehicle buyers."
Charles Becker, chairman and chief executive officer of Becker Group,
said, "The alliance between Johnson Controls and Becker Group creates a unified
business entity with outstanding global capabilities. It is a qualified partner
for automakers worldwide that can design, engineer and manufacture all major
vehicle interior products, including door panel, instrument panel, overhead and
complete seat systems."
Becker Group has 8,400 employees and operates 51 facilities worldwide.
The company has 32 manufacturing plants, including sites in the Czech Republic,
France, Germany, Hungary, Mexico, Spain, Sweden, the United Kingdom and the
United States. In 1996, Becker Group acquired Happich Fibrit GmbH of Germany, a
leading supplier of vehicle interior systems in Europe.
-more-
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JOHNSON CONTROLS, INC.
April 27, 1998
Page 3
Johnson Controls, Inc., with headquarters in Milwaukee, Wisconsin, USA,
is a global market leader in automotive systems and building controls. Founded
in 1885, Johnson Controls had sales of US$11.1 billion in 1997 and operates in
more than 500 locations around the world. See www.johnsoncontrols.com for more
information.
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The company has made forward-looking statements in this document that are
subject to risks and uncertainties. Forward-looking statements include
information concerning possible or assumed future risks and may include words
such as "believes," "expects," "anticipates" or similar expressions. For those
statements, the company cautions that the numerous important factors discussed
in the company's Form 8-K (dated October 30, 1997) could affect the company's
actual results and could cause its actual consolidated results to differ
materially from those expressed in any forward-looking statement made by, or on
behalf of, the company.
