SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 10, 1997
Thiokol Corporation
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(Exact name of registrant a specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-6179 36-2678716
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Commission File Number (IRS Employer Identification No.)
2475 Washington Boulevard, Ogden, Utah 84401-2398
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(Address of principal executive offices) (Zip Code)
(801) 629-2000
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(Registrant's Telephone Number)
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ITEM 5 - OTHER EVENTS
Ogden, UT, October 9, 1997 - Thiokol Corporation announced today that
it has entered into an agreement with an affiliate of The Carlyle Group
whereby Carlyle will sell common stock of Howmet International Inc. to the
public through an initial public offering and Thiokol will purchase an
additional 11% of Howmet common stock from Carlyle. Howmet International
Inc. is currently owned 51% by Carlyle and 49% by Thiokol. Thiokol's stock
purchase will be closed simultaneously with the IPO. Thiokol's purchase
price will equal the net proceeds per share that Carlyle receives in the
initial public offering after underwriters' discounts and commissions.
Carlyle has granted Thiokol an option to acquire up to an additional 4% of
the Howmet common stock within 30 days following the offering at the same
price. Carlyle has also granted Thiokol an option and a right of first
refusal to acquire Carlyle's remaining Howmet shares which Thiokol may
exercise during the two-year period beginning two years after the offering
at market price.
Upon completion of the transaction expected to close in December,
Thiokol will own 60% to 64% of Howmet International Inc. common stock. For
the period through April 1, 1999, Carlyle will continue to participate in
the management of Howmet's business through the exercise of certain board
approval rights. During this period, Thiokol will continue to recognize
Howmet's results of operations using the equity accounting method.
Thiokol intends to finance its purchase of Howmet shares through
existing bank lines of credit. Completion of the IPO and Thiokol's purchase
of the additional Howmet common stock is dependent on market conditions and
federal regulatory clearance. James R. Wilson, Chairman and Chief Executive
Officer of Thiokol said, "This increased investment in Howmet supports our
strategy of continuing to broaden the Company's business into attractive
commercial and industrial markets. In the most recent fiscal year ended
June 30, 1997, Howmet contributed 39% of Thiokol's total net income."
Thiokol Corporation is a leader in the development and production of
high technology solid rocket motors for aerospace, defense and commercial
applications and is a major manufacturer of precision fastening systems for
aerospace and industrial markets worldwide. Howmet International Inc. is
the parent holding company of Howmet Corporation, the largest manufacturer
in the world of precision investment castings of superalloy and titanium
alloys for jet aircraft and industrial gas turbine engines, and investment
castings of aluminum alloys principally for the commercial aerospace and
defense electronics industries.
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
THIOKOL CORPORATION
(Registrant)
/S/ Edwin M. North
Date: October 10, 1997 By: __________________________
Edwin M. North
Corporate Secretary
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