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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): March 30, 1995
AMERICAN MAIZE-PRODUCTS COMPANY
(Exact name of registrant as specified in its charter)
Maine 1-6244 13-0432720
(State or other (Commission (IRS Employer
jurisdiction of File No.) Identification No.)
incorporation)
250 Harbor Drive, Stamford, Connecticut 06902
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 356-9000
None
(Former name or former address, if changed since last report)
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Item 5. Other Events
On March 30, 1995, American Maize-Products Company (the
"Company") issued a press release which is attached hereto as Exhibit 99.1 and
is incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(c) Exhibits.
99.1 Press release of the Company, dated March 30, 1995.
2
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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.
AMERICAN MAIZE-PRODUCTS COMPANY
By /s/Edward P. Norris
---------------------------------
Name: Edward P. Norris
Title: Vice President and
Chief Financial Officer
Date: March 30, 1995
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EXHIBIT INDEX
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Number Subject Matter
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99.1 Press release of the Company, dated March 30, 1995.
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EXHIBIT 99.1
FOR: IMMEDIATE RELEASE
CONTACT: Edward P. Norris
Chief Financial Officer
(203) 356-9000
STAMFORD, Conn., March 30, 1995 -- American Maize-Products
Company (ASE:AZE) announced today that EFL Ltd., an affiliate of Pexco Holdings,
Inc., had reportedly acquired 282,600 shares of American Maize Class B common
stock and agreed to acquire an additional 18,054 Class B shares at undisclosed
prices. American Maize had previously been informed by a stockholder that a
Pexco affiliate had purchased from such stockholder approximately 143,000 Class
B shares at a price of $46 per share. A spokesperson for Pexco reportedly
stated that such 143,000 shares were included in the total of 282,600 shares of
Class B Common Stock acquired by EFL Ltd. Pexco also stated that it did not
intend to tender the Class B shares which EFL Ltd. acquired into the $40 per
share tender offer presently being conducted by Eridania Beghin-Say, S.A.
Pursuant to a merger agreement signed with American Maize,
Eridania commenced a tender offer on February 28, 1995 for all outstanding
shares of American Maize common stock at a price of $40 per share. Following
the successful completion of the tender offer, a subsidiary of Eridania will
merge with American Maize and holders of all remaining shares of American Maize
will receive $40 per share. American Maize intends to proceed with the
transactions contemplated by the merger agreement.
On February 23, 1995, Pexco, an affiliate of Usaha Tegas sdn.
bhd., offered to purchase all of the American Maize Class B common stock owned
by and for the benefit of William Ziegler, III, Chairman of the Board of
American Maize, his sister Helen Z. Steinkraus and their respective families'
trusts at $44 per share. According to the February 23rd offer, if such offer
was accepted, Pexco would propose a merger with American Maize at a purchase
price of $40.25 per share for all of American Maize's remaining Class A and
Class B common stock. Pexco has made no proposal to American Maize regarding an
acquisition.
American Maize, based in Stamford, Connecticut, produces corn
sweeteners and a variety of specialty food and industrial starches at plants in
Hammond, Indiana; Decatur, Alabama and Dimmitt, Texas. The Company also
produces cigars and smokeless tobacco products at plants located in
Jacksonville, Florida and Wheeling, West Virginia.
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