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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): MARCH 14, 1997
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FIRST BRANDS CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 1-10395 06-1171404
(State of Organization) (Commission File Number) (I.R.S. Employer Identification No.)
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83 Wooster Heights Road
Building 301, P.O. Box 1911
Danbury, CT 06813-1911
(Address of principal executive offices)
Registrant's telephone number, including area code: (203) 731-2300
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Item 2 Acquisition or Disposition of Assets
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On March 14, 1997, First Brands Corporation acquired the NationalPak
business in Australia and New Zealand (the "NationalPak Business") from National
Foods Ltd. for A$206 million or approximately $160 million, plus approximately
$8 million in acquisition-related taxes and transaction fees. NationalPak
manufactures and markets consumer products such as plastic wrap and bags,
aluminum foil and wiping cloths under the GLAD, OSO, MONO and CHUX brand names.
Sales for the NationalPak Business in their fiscal year ended June 30, 1996 were
A$159 million (or approximately $123 million).
The transaction was completed as a net asset purchase in Australia and
a share purchase in New Zealand and includes NationalPak's plant and equipment,
working capital and trademarks. Funding for the acquisition was provided by
borrowings under existing bank credit facilities in the U.S. and Canada, as well
as new local bank facilities in Australia and New Zealand and a minor equity
participation by local management.
Item 7 Financial Statements, Pro Forma Financial and Exhibits
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a. Not Applicable
b. Not Applicable
c. Exhibits
20 Press Release dated March 19, 1997, issued by the Company.
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FIRST BRANDS CORPORATION
Date: March 20, 1997 By: /s/ Donald A. DeSantis
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Donald A. DeSantis
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description of Exhibit
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20* Press Release dated March 19, 1997, issued by the Company.
* Filed herewith
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EXHIBIT 20
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Contact: Donald A. DeSantis
Senior Vice President, Chief
Financial Officer and Treasurer
(203) 731-2306
FIRST BRANDS COMPLETES ACQUISITION OF THE NATIONALPAK BUSINESS
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IN AUSTRALIA AND NEW ZEALAND
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Danbury, CT, March 19, 1997 - First Brands Corporation (NYSE:FBR)
announced today that it has completed its acquisition of the NationalPak
business in Australia and New Zealand from National Foods Limited, effective
March 14, 1997. The NationalPak business manufactures and markets consumer
products such as plastic wrap and bags, aluminum foil and household wiping
cloths under the GLAD, CHUX, OSO, MONO AND ROTA brand names.
The purchase price of the business was A$206 million, or approximately
US$160 million. Sales for these businesses during the last twelve months were
approximately A$159 million (US$123 million).
William V. Stephenson, Chairman, President and CEO of First Brands
commented that, "the NationalPak business is an excellent consumer products
company with a committed management team, great brands and strong market shares.
Strategically for First Brands this acquisition brings those geographic
areas where we did not own the GLAD brand into the family, and provides us the
platform to introduce other household products and possibly do further
acquisitions in Australia and New Zealand.
We believe we can add value to this business by sharing technology and
information, as well as marketing additional household products through
NationalPak's distribution system.
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The acquisition involved several First Brands subsidiaries and was
financed with bank borrowings in North America, Australia and New Zealand. The
acquisition is not expected to have any significant effect on consolidated
earnings during the remainder of fiscal 1997.
First Brands Corporation develops, manufactures, markets and sells
leading consumer products sold under the GLAD, GLAD-LOCK, STP, SCOOP AWAY, JONNY
CAT, EVER CLEAN, EVER FRESH, HEARTHSIDE AND STARTERLOGG brand names.
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