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
October 16, 1996 (October 15, 1996)
---------------------------------------------------------------------------
Date of Report (Date of earliest event reported)
AMERICAN BRANDS, INC.
---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-9076 13-3295276
---------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
l700 East Putnam Avenue, Old Greenwich, Connecticut 06870-0811
---------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 698-5000
----------------------
<PAGE>
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
- ------ ------------
Registrant's press release dated October 15, 1996 is filed herewith as
Exhibit 20 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
- ------ ---------------------------------
(c) Exhibits.
--------
20. Press release of Registrant dated October 15, 1996.
SIGNATURE
---------
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.
---------------------
(Registrant)
By Gilbert L. Klemann, II
--------------------------------
Gilbert L. Klemann, II
Senior Vice President
and General Counsel
Date: October 16, 1996
<PAGE>
EXHIBIT INDEX
Sequentially
Exhibit Numbered Page
- ------- -------------
20. Press release of Registrant dated
October 15, 1996.
Exhibit 20
FOR IMMEDIATE RELEASE
Media Relations: Investor Relations:
Roger W. W. Baker Daniel A. Conforti
(203) 698-5148 (203) 698-5132
AMERICAN BRANDS TO REDEEM
7-3/4% EURODOLLAR CONVERTIBLE DEBENTURES DUE 2002,
5-3/8% EURODOLLAR CONVERTIBLE DEBENTURES DUE 2003
AND 5-3/4% EURODOLLAR CONVERTIBLE DEBENTURES DUE 2005
Old Greenwich, CT, October 15, 1996 -- American Brands, Inc.
(NYSE-AMB) announced today that it will redeem its 7-3/4%
Eurodollar Convertible Debentures Due 2002, its 5-3/8% Eurodollar
Convertible Debentures Due 2003 and its 5-3/4% Eurodollar
Convertible Debentures Due 2005. The aggregate principal amount
currently outstanding of these debentures is less than $20
million and total shares issuable upon conversion are less than
600,000. The costs related to the redemption of these debentures
will be immaterial.
7-3/4% Eurodollar Convertible Debentures Due 2002
The Company will redeem on December 12, 1996 all of its
outstanding 7-3/4% Eurodollar Convertible Debentures Due 2002 at
a redemption price of 100.775% of the principal amount plus
accrued interest. The right of holders of the 7-3/4% Eurodollar
Convertible Debentures Due 2002 to convert their debentures into
Common Stock of the Company at a price of U.S. $28.35 per share
will terminate at the close of business on December 12, 1996.
5-3/8% Eurodollar Convertible Debentures Due 2003
The Company will redeem on December 12, 1996 all of its
outstanding 5-3/8% Eurodollar Convertible Debentures Due 2003 at
a redemption price of 100% of the principal amount plus accrued
interest. The right of holders of the 5-3/8% Eurodollar
Convertible Debentures Due 2003 to convert their debentures into
Common Stock of the Company at a price of U.S. $29.00 per share
will terminate at the close of business on December 12, 1996.
5-3/4% Eurodollar Convertible Debentures Due 2005
The Company will redeem on December 12, 1996 all of its
outstanding 5-3/4% Eurodollar Convertible Debentures Due 2005 at
a redemption price of 100% of the principal amount plus accrued
interest. The right of holders of the 5-3/4% Eurodollar
Convertible Debentures Due 2005 to convert their debentures into
Common Stock of the Company at a price of U.S. $39.50 per share
will terminate at the close of business on December 12, 1996.
Notices of the respective redemptions will be published in London
and Luxembourg (and mailed to registered holders of the 7-3/4%
Eurodollar Convertible Debentures Due 2002) on or about October
22, 1996. The debentures will no longer be outstanding after
December 12, 1996 and interest on the debentures will cease to
accrue on and after December 12, 1996.
* * * *
American Brands is an international consumer products
holding company with headquarters in Old Greenwich, Connecticut.
Its operating companies have powerhouse brands and leading market
positions. Major distilled spirits brands sold by units of JBB
Worldwide, Inc. include Jim Beam and Old Grand-Dad bourbons,
DeKuyper cordials and Whyte & Mackay Scotch. MasterBrand
Industries has leading hardware and home improvement brands
including Moen faucets, Master locks and Aristokraft cabinets.
ACCO World Corporation's major office product brands include Day-
Timer and Swingline. Acushnet Company's golf brands include
Titleist, Cobra, Pinnacle and Foot-Joy. Gallaher Limited sells
tobacco products internationally, principally in Europe, where
its major brands include Benson and Hedges and Silk Cut. Plans
to spin off Gallaher were announced on October 8, 1996.
# # #