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
January 31, 1995 (January 31, 1995)
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Date of Report (Date of earliest event reported)
AMERICAN BRANDS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-9076 13-3295276
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
l700 East Putnam Avenue, Old Greenwich, Connecticut 06870-0811
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 698-5000
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
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Registrant's press release dated January 31, 1995 is filed
herewith as Exhibit 20 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits.
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20. Press release of Registrant dated January 31, 1995.
This Current Report shall not be construed as a waiver of the
right to contest the validity or scope of any or all of the provisions of
the Securities Exchange Act of 1934 under the Constitution of the United
States, or the validity of any rule or regulation made or to be made under
such Act.
SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this Current Report to be
signed on its behalf by the undersigned thereunto duly authorized.
AMERICAN BRANDS, INC.
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(Registrant)
By Gilbert L. Klemann, II
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Gilbert L. Klemann, II
Senior Vice President
and General Counsel
Date: January 31, 1995
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EXHIBIT INDEX
Sequentially
Exhibit Numbered Page
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20. Press release of Registrant dated
January 31, 1995.
EXHIBIT 20
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FOR IMMEDIATE RELEASE
Contact: Roger W. W. Baker
(203) 698-5148
Daniel A. Conforti
(203) 698-5132
AMERICAN BRANDS ANNOUNCES COMPLETION OF SALE
OF FRANKLIN LIFE
Old Greenwich, CT, January 31 -- American Brands, Inc. announced
that the sale of its Franklin Life Insurance business to American
General Corporation for $1.17 billion in cash was completed
today.
In previously announced actions, the Board authorized the
purchase of up to 10 million shares of the Company's Common stock
subject to today's closing as well as up to an additional 10
million shares in connection with the December 22 sale of The
American Tobacco Company. Such purchases may be effected in the
open market and in privately negotiated transactions from time to
time subject to market conditions.
American Brands Chairman and Chief Executive Officer Thomas
C. Hays commented: "With today's closing and last month's sale
of The American Tobacco Company, the 'new' American Brands is a
focused consumer products company with powerhouse brands and
leading market positions. Our prospects are excellent. We
expect more than 13% growth in 1995 earnings per share; this is
based on 1994 primary E.P.S. of $2.37 from continuing operations
treating American Tobacco as if it were a discontinued operation
and excluding a $1.32 net gain on disposal of businesses. We are
strongly focused on further enhancing value for our shareholders.
"Altogether, the 20 million share purchase authority
associated with the dispositions amounts to approximately 10% of
the shares outstanding at the end of 1994. Last week, we
indicated that we had already purchased nearly 3 million shares,
and we intend to continue to be active in the marketplace. We
also intend, over time, to further enhance the competitiveness
and growth prospects of American Brands through internal growth
augmented by acquisitions. Our acquisition focus will be on
building on the equity of our strong brands and market presence
in hardware and home improvement products, office products, golf
and leisure products, and distilled spirits.
"On this occasion, we note with much appreciation the
significant contributions of Howard Humphrey, the Chairman of the
Board, President and Chief Executive Officer of Franklin, and his
Franklin associates over the years. In connection with the sale,
Howard resigned today as a member of the American Brands Board, a
position he has held with distinction since 1987, and as our Vice
President - Life Insurance. We wish Howard and the entire
Franklin team continued success in their new association with
American General."
* * * * *
American Brands is a focused consumer products company with
powerhouse brands and leading market positions in international
tobacco, distilled spirits, hardware and home improvement
products, office products and golf and leisure products.
The international tobacco business, Gallaher Tobacco, is the
number 1 tobacco company in the U.K. and has an expanding
presence on the European continent. Gallaher's major brands
include Benson and Hedges, Silk Cut and Berkeley.
In distilled spirits, leading brands include Jim Beam and
Old Grand-Dad bourbons, DeKuyper and Leroux cordials and
liqueurs, Windsor and Lord Calvert Canadian whiskies, Kessler
American Blended Whiskey, Gilbey's gin and vodka, Kamchatka,
Wolfschmidt and Vladivar vodkas and Ronrico rum along with The
Dalmore, The Claymore and Whyte & Mackay Special Reserve Scotch
whiskies. The MasterBrand Industries hardware and home
improvement business includes Moen, Master Lock, Aristokraft and
Waterloo. ACCO World office product brands include Swingline,
Wilson Jones, Day-Timers, Rexel and Twinlock. Golf and leisure
brands include Titleist, Pinnacle and Foot-Joy and DryJoys golf
products.
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1/31/95
