AMERICAN VANGUARD CORP
8-K, 2000-05-25
AGRICULTURAL CHEMICALS
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<PAGE>   1

                                  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 AND EXCHANGE ACT OF 1934

                          DATE OF REPORT - MAY 23, 2000

                          AMERICAN VANGUARD CORPORATION
             (Exact name of registrant as specified in its charter)



      DELAWARE                        0-6354                    95-2588080
(State of incorporation)        (Commission File No.)       (IRS Employer No.)


4695 MACARTHUR COURT, NEWPORT BEACH, CALIFORNIA                    92660
  (Address of principal executive offices)                       (Zip Code)



                                 (949) 260-1200
                                 --------------
              (Registrant's telephone number, including area code)

<PAGE>   2

ITEM 5.       OTHER EVENTS.

              On May 15, 2000, American Vanguard Corporation issued the press
release attached hereto as Exhibit 99.2. The release announced that Amvac
Chemical Corporation, a wholly-owned subsidiary of American Vanguard
Corporation, purchased from GBB Biosciences Corporation, its worldwide
Dacthal(R) (DCPA) herbicide product line, all as more particularly described in
Exhibit 99.2.

ITEM 7.       EXHIBITS.

              99.2    Press release issued May 15, 2000.


                                        2

<PAGE>   3

                                   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 VANGUARD CORPORATION

Date: May 23, 2000                      By:  /s/ J. A. Barry
                                             -----------------------------------
                                             J. A. Barry
                                             Senior Vice President
                                             Chief Financial Officer


                                        3

<PAGE>   4

                                  EXHIBIT INDEX



EXHIBIT
NUMBER                              DESCRIPTION

99.2                                Press Release issued May 15, 2000


                                        4


<PAGE>   1

                                                                    EXHIBIT 99.2

                              FOR IMMEDIATE RELEASE
              AMVAC PURCHASES GLOBAL DACTHAL(R) HERBICIDE BUSINESS

NEWPORT BEACH, CA, May 15, 2000 - AMVAC Chemical Corporation (AMVAC), a wholly
owned subsidiary of American Vanguard Corporation (AMEX:AVD), and GBB
Biosciences Corporation (GBB), are pleased to announce that AMVAC purchased
GBB's worldwide Dacthal (DCPA) herbicide business.

Dacthal has been sold for weed control in crops such as onions, garlic,
cauliflower, cotton and strawberries for approximately 30 years. The product is
registered in 33 countries and has become a standard in preemergence weed
control for a large number of specialty crops. For the USDA witchweed
eradication program, the USDA reports that "for practically all vegetable crops,
DCPA is the only treatment that we have that will provide direct preemergence
control."

GBB was acquired by a Zeneca company in 1998 and was previously named 'ISK
Biosciences Corporation'. GBB is an affiliate of Zeneca Ag Products Inc., and
has elected to divest this business to AMVAC in a continuing effort to focus on
core businesses.

AMVAC, which has grown primarily by acquiring mature products from companies
including Zeneca Inc., E I. DuPont de Nemours & Company, Valent U.S.A.
Corporation and Aventis CropScience, is excited to add this valuable herbicide
to its list of products for the growers of specialty crops around the world.
Eric Wintemute, President and CEO of American Vanguard Corporation, the parent
of AMVAC stated, "This acquisition is in line with our growth strategy and we
are extremely pleased to be working with the Zeneca Ag group again following our
acquisition of Vapam(R) from Zeneca in 1996."

Glen Johnson, Senior Vice President and Director of Business Development at
AMVAC, added, "Dacthal has been an effective product for weed control in high
cash value crops around the world. We at AMVAC are looking forward to
re-launching this product in all the key markets of the world where Dacthal has
proven to be an important tool."

Amvac will begin selling Dacthal in the fall of 2000, subject to timely
registration approvals. AMVAC anticipates a more significant impact to its
financial results beginning in 2001.

GB Biosciences is an affiliate of Zeneca Ag Products, Inc., and both are
wholly-owned subsidiaries of AstraZeneca PLC. Zeneca Ag Products, GBB and their
Canadian affiliate, Zeneca Agro, together form a $1 billion North American
agrochemical and professional pesticide products business with approximately
1,500 employees. Based in the United Kingdom, AstraZeneca PLC (NYSE:AZN) is a
major $15.8 billion international bioscience business engaged in the research,
development, manufacture and marketing of ethical (prescription) pharmaceuticals
and agricultural products, and the supply of healthcare services.

On December 2, 1999, it was announced by the Board of AstraZeneca PLC that it
had agreed with the Board of Novartis AG to demerge and simultaneously merge
AstraZeneca's agrochemicals and Novartis' agrochemicals and seeds business to
create a new listed company, Syngenta AG. The merger, which is subject to
various conditions including competition authority and shareholder approval, is
expected to be completed in the second half of 2000.

AMVAC is a manufacturer and marketer of crop protection and specialty products.
Its products include: Vapam(R), Bidrin(R), PCNB, Dibrom(R), Fortress(R),
Durham(TM) metaldehyde granules, Amid-Thin(R), Citrus Fix(TM), K-Salt(TM),
Fruitone(R), Tre-Hold(R) and the azadirachtin products Ecozin(TM), Amazin(TM)
and Ornazin(TM). In addition to AMVAC Chemical Corporation, American Vanguard's
subsidiaries include GemChem, Inc., a national chemical distributor, AMVAC
Chemical UK Ltd., the Company's Surrey, England-based office; Quimica Amvac de
Mexico S.A. de C.V., the Company's Mexico subsidiary; and Environmental
Mediation, Inc., an environmental consulting firm.

<PAGE>   2

American Vanguard Corporation News Release                                Page 2
May 15, 2000


AMVAC, from time to time, may discuss forward-looking information. Except for
the historical information contained in this release, all forward-looking
information with respect to the Dacthal business are estimates by AMVAC's
management and are subject to various risks and uncertainties that may cause
results to differ from management's current expectations. Such factors include
weather conditions, changes in regulatory policy, and other risks as detailed
from time to time in American Vanguard's SEC reports and filings.
Forward-looking statements with respect to the Dacthal business in this release
represent AMVAC's management's judgment as of the date of this release. AMVAC
disclaims, however, any intent or obligation to update such forward-looking
statements.


<TABLE>
<S>                                             <C>         <C>
CONTACT:                                        -OR-        AVD'S INVESTOR RELATIONS FIRM
AMERICAN VANGUARD CORPORATION                                        The Equity Group Inc.
Eric G. Wintemute, President & CEO                                  www.theequitygroup.com
                                                                    ----------------------
James A. Barry, Senior Vice President & CFO                                  Loren Mortman
(949) 260-1200                                                       [email protected]
                                                                     ---------------------
AMVAC Chemical Corporation                                                  (212) 836-9604
Glen D. Johnson, Senior Vice President & Director of Business Development
(949) 260-1212
</TABLE>



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