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: June 10, 1999
RALSTON PURINA COMPANY
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(Exact name of Registrant as specified in its charter)
MISSOURI 1-4582 No. 43-0470580
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
CHECKERBOARD SQUARE, ST. LOUIS, MISSOURI 63164
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(Address of Principal Executive Offices (Zip Code)
(314) 982-1000
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(Registrant's telephone number, including area code)
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Item 5. Other Events
The Company today issued the following press release:
"St. Louis, Missouri, June 10, 1999 Ralston Purina Company announced today its
intention to separate its Eveready Battery Company, Inc., subsidiary in a
tax-free spinoff to shareholders. Completion of the spinoff is expected to take
seven to 10 months and is contingent upon a favorable tax ruling from the
Internal Revenue Service, effectiveness of a registration statement relating to
the spinoff and final approval by the Ralston Purina Board of Directors.
Eveready is the world's largest manufacturer of dry cell batteries and
flashlights. Its products are distributed in more than 160 countries worldwide.
Primary batteries account for more than 80 percent of Eveready's sales, and
include the flagship Energizer Advanced Formula alkaline and Eveready carbon
zinc battery brands. In Fiscal 1998, Eveready sales were $2.07 billion.
In a related move, J. Patrick Mulcahy announced that, effective today, he is
resigning his position as co-Chief Executive Officer and co-President of Ralston
Purina in order to focus completely on Eveready's battery products business in
preparation for the spinoff. He will continue as a member of the Board of
Directors of Ralston Purina Company and remain Chairman of the Board and Chief
Executive Officer, Eveready Battery Company, Inc.
W. Patrick McGinnis, who previously served with Mulcahy as co-Chief Executive
Officer and co-President, has been elected Chief Executive Officer and President
of Ralston. McGinnis will also serve as President and Chief Executive Officer,
Pet Products Group.
With Fiscal 1998 sales of $2.58 billion, Ralston Purina Pet Products is the
world's largest producer of dry dog and dry and soft-moist cat foods and a
leading manufacturer of cat box filler. Ralston's flagship Purina brand is the
leading brand of dry pet food in North America.
"I am enthusiastic about the opportunity to once again sharpen our focus and
create value for Ralston stakeholders," McGinnis said. "We will continue to
concentrate on strategies and activities that deliver increasing shareholder
value through improved and sustained performance."
Mulcahy said: "This is a positive step in the evolution of Eveready Battery
Company. I, too, am enthusiastic about the opportunities afforded by an
exclusive focus on our global battery products business."
Wasserstein Perella & Co., an investment banking firm, has been retained by
Ralston Purina to assist with the spinoff."
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.
RALSTON PURINA COMPANY
By: /s/ James M. Neville
James M. Neville
Vice President and General Counsel
Dated: June 10, 1999
