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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: April 21, 2000
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BRUNSWICK TECHNOLOGIES, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Maine
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(State or Other Jurisdiction of Incorporation)
0-22089 01-0405052
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(Commission File Number) (I.R.S. Employer Identification No.)
43 Bibber Parkway, Brunswick, Maine 04011
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(Address of Principal Executive Offices) (Zip Code)
(207) 729-7792
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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TABLE OF CONTENTS
FORM 8-K
April 21, 2000
Item Page
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Item 5. Other Events 2
Item 7. Financial Statements and Exhibits 3
Signature 4
Exhibits E-1
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ITEM 5. OTHER EVENTS.
On April 21, 2000, the Company filed a press release, the text of which is
appended as an Exhibit to this Report.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit
No. Title
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99 April 21, 2000 Press Release.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Brunswick Technologies, Inc.
Dated: April 21, 2000 By: /s/ Martin S. Grimnes
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Martin S. Grimnes
Chairman and Chief Executive Officer
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EXHIBIT INDEX
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Exhibit
No. Title
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99 April 21, 2000 Press Release.
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EXHIBIT 99
[BTI LOGO]
Contact:
David Reno/Andrew Cole
Sard Verbinnen & Co.
212/687-8080
FOR IMMEDIATE RELEASE
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BRUNSWICK TECHNOLOGIES BOARD ISSUES STATEMENT ON
UNSOLICITED CERTAINTEED OFFER
BRUNSWICK, ME, APRIL 21, 2000 - Brunswick Technologies Inc. (Nasdaq: BTIC)
("BTI"), a leading manufacturer and innovative developer of composite
reinforcements, today issued the following statement regarding an announcement
by CertainTeed Corporation, a wholly owned subsidiary of Compaigne de
Saint-Gobain, that it has commenced a formal offer to acquire all outstanding
BTI shares for $8.00 per share in cash.
"Consistent with its fiduciary obligations and in the best interests of all
shareholders, BTI's Board of Directors will evaluate the CertainTeed offer and
make a recommendation to stockholders in due course. The Company urges
stockholders not to take any action with respect to the CertainTeed offer until
the Board makes its recommendation."
Examples of products manufactured with BTI engineered reinforcements
include: ballistic armor, boats, snowboards, railcars, truck panels, wind
blades, airframe structures, automotive parts, marine pilings, bridges, and
offshore oil and gas production equipment. BTI has manufacturing facilities in
the Maine, Texas and the UK.
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SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This news release contains certain forward-looking statements, including among
other things, statements regarding each company's results of operations and
expected synergies and other benefits of the combination. These forward looking
statements are based on current expectations, and actual results may differ from
anticipated future events or results. Except for historical information, matters
discussed in this news release which are forward-looking statements are subject
to certain risks and uncertainties including, but not limited to, the
uncertainties relating to the continued growth of worldwide specialty contact
lens markets, timely production of lens products, the acceptance of new products
as well as other risks indicated from time-to-time in the Company's filings with
the Securities and Exchange Commission. The Company assumes no obligation to
update or supplement forward-looking statements that become untrue because of
subsequent events.
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