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
June 11, 1997
Date of report (Date of earliest event reported)
MASCOTECH, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 1-12068 38-251395
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
21001 Van Born Road, Taylor, Michigan 48180
(Address of Principal Executive Offices) (Zip Code)
(313) 274-7405
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
The Registrant has completed redemption on June 27, 1997 (the "Redemption
Date") of all remaining issued and outstanding shares of its $1.20 Convertible
Preferred Stock (the "DECS"). Holders of DECS surrendered for redemption
received in exchange for each share of DECS a Redemption Price consisting of
.955 of a share of the Registrant's Common Stock, par value $1.00 per share (the
"Common Stock"), resulting in the issuance of approximately 10 million shares of
Common Stock. The Registrant's press release issued June 11, 1997 announcing the
redemption is attached as Exhibit 99.a hereto.
On June 20, 1997, the Registrant announced that it had signed a Memorandum
of Understanding with Teksid S.p.A. concerning a possible acquisition by the
Registrant of certain businesses of Teksid's Steel Components Division. It is
contemplated that the businesses, with 1996 sales of approximately $150 million,
would be spun-off from Teksid and contributed to newly formed companies in which
Teksid would retain a participation. The transaction would be subject to the
completion of due diligence, the execution of a definitive agreement, regulatory
approvals, and approval by the respective Boards of Directors. The Registrant's
press release issued June 20, 1997 announcing the possible transaction is
attached as Exhibit 99.b hereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits. The following exhibits are filed herewith:
99.a Press Release dated June 11, 1997.
99.b Press Release dated June 20, 1997.
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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.
MASCOTECH, INC.
By: /s/Timothy Wadhams
Timothy Wadhams
Vice President/Controller and
Treasurer
Date: July 1, 1997
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EXHIBIT INDEX
99.a Press Release dated June 11, 1997
99.b Press Release dated June 20, 1997
Exhibit 99.a
FOR IMMEDIATE RELEASE June 11, 1997
MASCOTECH, INC. ANNOUNCES REDEMPTION OF
$1.20 CONVERTIBLE PREFERRED STOCK
Taylor, Michigan, June 11, 1997----MascoTech, Inc. (NYSE:MSX) today
announced that it is calling all of its $1.20 Convertible Preferred Stock
(Dividend Enhanced Convertible Stock(sm) -- "DECS(sm)") for redemption on
June 27,1997. Each share of DECS will be redeemed for .955 of a share of
MascoTech Common Stock. This ratio includes the accrued dividends to the
redemption date paid in stock. Although the DECS may be converted on or
before the redemption date, if they are converted, the holder would only
receive .806 of a share of MascoTech Common Stock for each share of DECS,
with no accrued dividends. This redemption of all the outstanding DECS will
result in the issuance of approximately 9.9 million shares of MascoTech
Common Stock.
The Bank of New York, 101 Barclay Street, New York, New York 10286, will
act as redemption and conversion agent.
Headquartered in Taylor, Michigan, MascoTech's transportation-related
businesses include metal-worked components primarily for vehicle engine and
drivetrain applications and automotive aftermarket products.
Exhibit 99.b
June 20, 1997
FOR IMMEDIATE RELEASE
MascoTech Announces Planned European Transaction
MascoTech, Inc. (NYSE: MSX) and Teksid S.p.A. (Fiat Group), headquartered in
Turin, Italy, have signed a Memorandum of Understanding concerning the possible
acquisition of certain of Teksid's Steel Components Division businesses by
MascoTech.
It is contemplated that the activities of the Steel Components Division located
at Avigliana, Italy and Belo Horizonte, Brazil would be spun-off from Teksid and
contributed to newly formed companies in which Teksid would retain a
participation.
The portion of Teksid's Steel Components Division to be contributed to the new
companies had sales in 1996 of approximately $150 million (out of Teksid's total
sales of approximately $1.5 billion). The Steel Components Division is a major
supplier of cold, warm, and hot forged engine, drivetrain and chassis components
to Fiat and other European and South American customers.
The transaction is subject to the completion of due diligence, the execution of
a definitive agreement, regulatory approvals, and approval by the respective
Board of Directors. The final agreement will be negotiated over the next
several months and if successful, the transaction would close around year-end
1997.
Headquartered in Taylor, Michigan, MascoTech's transportation-related businesses
include metalworked components primarily for vehicle engine and drivetrain
applications and automotive aftermarket products.
