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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) April 8, 1998
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THE GEON COMPANY
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(Exact name of registrant as specified in charter)
Delaware 1-11804 34-1730488
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
One Geon Center, Avon Lake, Ohio 44012
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 440-930-1001
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Not Applicable
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(Former name or former address, if changed since last report.)
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Item 5. Other Events
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The Geon Company announced on April 13, 1998 that it has signed an
agreement to acquire Plast-O-Meric, Inc., a privately held custom formulator of
vinyl plastisols and polyurethane systems. See Exhibit 99.1 for more information
regarding this acquisition.
Item 7(c). Financial Statements, Pro Forma Financial Information and Exhibits
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Exhibit 99.1 Press Release of April 8, 1998 announcing the agreement between The
Geon Company and Plast-O-Meric.
SIGNATURE
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.
THE GEON COMPANY
By \s\ Gregory L. Rutman
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Secretary
Dated April 14, 1998
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EXHIBIT 99.1
NEWS RELEASE
GEON TO ACQUIRE PLAST-O-MERIC,
FORMULATOR OF VINYL PLASTISOLS
CLEVELAND, OHIO -- APRIL 8, 1998 -- The Geon Company (NYSE: GON) announced today
that it has signed an agreement to acquire Plast-O-Meric, Inc., a privately held
custom formulator of vinyl plastisols and polyurethane systems.
With sales of $73 million in 1997, Plast-O-Meric is North America's largest
merchant formulator of vinyl plastisols. Plastisols are vinyl compounds with
high levels of plasticizers -- additives that produce flexible vinyl products
for use primarily in coating applications such as wall coverings and metal
coatings.
We have stated that a key element of our strategy is to create greater
shareholder value through growth of our value-added businesses, said William F.
Patient, Geon chairman and chief executive officer. Plast-O-Meric is an
excellent fit with this strategy. The company's market and technology leadership
are recognized within the industry, and provide an important growth platform for
Geon.
Plast-O-Meric will operate as a separate unit within the Company and join Geon's
other performance polymers and service businesses, which include Geon vinyl
compounds; Synergistics Industries Limited, a wholly owned subsidiary that
produces plastic compounds and liquid plasticizers; specialty dispersion resins;
and Polymer Diagnostics, Inc., which offers polymer testing and analytical
services.
Headquartered in Sussex, Wisconsin, Plast-O-Meric has four United States
manufacturing sites and approximately 225 employees. In addition to marketing
vinyl plastisols, Plast-O-Meric manufactures polyurethane systems, automotive
molding powders, vinyl screen printing inks and vinyl coating powders. The
company has been in business since 1968.
This is the right time for us to form this alliance, and Geon is the right
partner, said Ernest McClellan, founder and majority shareholder of
Plast-O-Meric. With Geon's size and industry leadership, Plast-O-Meric gains
access to new resources and opportunities on a scale we could not have achieved
by ourselves.
Completion of the transaction is subject to all regulatory approvals and is
anticipated in the second quarter of 1998. It will be financed through current
operating facilities. The Plast-O-Meric acquisition is expected to be
immediately accretive to earnings, within a range of $0.05 to $0.10 per share
annually, after goodwill and before synergies.
The Geon Company is a leading North American-based polymer service and
technology company with operations in polyvinyl chloride (PVC) compounds and
other value-added products and services, as well as PVC resins. Headquartered in
Avon Lake, Ohio, The Geon Company and its subsidiaries employ 2,000 people and
have 17 manufacturing plants in the United States and Canada, and joint ventures
in the United States, Europe, Australia and Southeast Asia. Geon had 1997
revenues of $1.25 billion.
