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
Date of Report (Date of earliest event reported) August 11, 1999
THE PROCTER & GAMBLE COMPANY
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(Exact name of registrant as specified in its charter)
Ohio 1-434 31-0411980
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) Number)
One Procter & Gamble Plaza, Cincinnati, Ohio 45202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (513) 983-1100
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ITEM 5. OTHER EVENTS
On August 2, 1999, The Procter & Gamble Company (the "Company") entered
into a Share Purchase Agreement between the Company, The Iams Company, and
Certain of its Affiliates and The Shareholders of The Iams Company and Certain
of Its Affiliates.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be singed on its behalf by the
undersigned hereunto duly authorized.
THE PROCTER & GAMBLE COMPANY
/S/TERRY L. OVERBEY
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Terry L. Overbey, Secretary
August 11, 1999
Exhibit
1. Joint Press Release by The Procter & Gamble Company and The Iams Company
dated August 11, 1999.
EXHIBIT
FOR IMMEDIATE RELEASE
P&G AND IAMS JOIN FOR BETTER PET HEALTH
CINCINNATI AND DAYTON, OH, Aug. 11, 1999 - The Procter & Gamble Company
(P&G) and The Iams Company today announced that P&G will purchase Iams for about
$2.3 billion. Iams is a global leader in premium pet nutrition. Its Eukanuba and
Iams brands of dog and cat food are sold in 77 countries.
This is P&G's largest acquisition. The agreement is subject to U.S. and
foreign pre-merger clearances.
"Iams is a terrific business - strong innovation, leading brands, global
growth, talented people," said Durk Jager, P&G's president and chief executive.
"It fits well with P&G strengths, including expertise in health and nutrition.
Iams will be an important contributor to accelerating our growth."
Clay Mathile, chairman and owner of The Iams Company, said: "This is an
exciting growth opportunity for our products and people because P&G understands
and respects Iams' mission, which is to enhance the well being of dogs and cats.
With P&G, we can further advance that mission around the world."
BUILDING BLOCK FOR GROWTH
In June, P&G said acquisitions will be one "building block" in a total
program to reach the company's Organization 2005 growth goals. Entering the
global pet health and nutrition business, specifically with Iams, is a first
step.
In fact, the idea of entering global pet nutrition was spawned by P&G's new
corporate new ventures (CNV) group. The group is charged with examining and
pursuing new growth opportunities, which cut across or go beyond P&G's current
businesses.
"In our old structure, an idea like this would have been much more
difficult to bring to life," Jager said. "In Organization 2005, it took just 60
days, from the time we first met with Iams management."
The global pet food market is huge: $25 billion. The premium segment, which
now represents 10 percent of the global market, is growing fastest. Iams is
leading that growth. With annual sales of about $800 million, Iams has been
growing an average of 16 percent annually for the past four years.
At the same time, Iams' international sales represent only 30 percent of
total revenues, even though two-thirds of the global pet nutrition market exists
outside of North America. P&G intends to use its global scale and strong
presence outside of the U.S. to drive growth, as it expands the Eukanuba and
Iams brands internationally.
OUTSTANDING FIT
P&G and Iams see this move as a tremendous opportunity to combine and
capitalize on each organization's strengths. Specifically:
(bullet) Product innovation. Pet products based on superior nutritional
science, targeted to specific health needs, are growing fast. Iams is
already the best at this. P&G will bring its scientific expertise in
nutrition, bone and tooth health, hygiene, hair and skin care.
Together, this will lead to more health benefits for dogs and cats.
(bullet) Premium-performance, premium-priced products. This is P&G's
strategy and Iams' heritage. Iams is the recognized leader in premium
dog and cat nutrition. Both companies invest more than 2 percent of
annual sales in R&D, far more than most competitors.
(bullet) Strong brands. Eukanuba and Iams are leading, trusted brands --
just like Tide, Vicks and Pantene.
(bullet) Distribution. Iams has built a strong foundation internationally.
P&G's global scale and capability will fuel and sustain that growth.
P&G COMMITTED TO IAMS
Iams employs 2100 people globally, including more than 700 in Ohio. Under
P&G ownership, Iams headquarters will remain in Dayton for at least several
years. The Paul F. Iams Technical Center is expected to remain in the Dayton
area.
In addition, Iams' manufacturing facilities in Ohio, Nebraska, North
Carolina, South Dakota and the Netherlands will continue producing Eukanuba and
Iams dog and cat foods.
As part of P&G, Iams will join P&G's health care and corporate new ventures
global business unit, which is led by Bruce L. Byrnes.
P&G said its first order of business will be to learn the pet health and
nutrition business first-hand, "from the experts." P&G said it expects the
acquisition will be completed in about 30 days.
For more than 50 years, The Iams Company has enhanced the health and well
being of dogs and cats by providing world-class quality foods. For information
on pet care and nutrition, call the Iams pet professionals at 1-800-863-4267, or
visit Iams on the web at www.iams.com.
P&G markets more than 300 brands to nearly five billion people in more than
140 countries. These brands include Crest, Pantene Pro-V, Pampers, Oil of Olay,
Vicks and Pepto-Bismol. P&G has on-the-ground operations in 70 countries and
employs more than 110,000 people. For fiscal year 1998-99, P&G sales were $38
billion. Visit P&G's website: www.pg.com.
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Contacts: Don Tassone, P&G, 513/945-8170
Linda Ulrey, P&G, 513/983-8975
Bryan Brown, Iams, 937/264-7416
