SHERWIN WILLIAMS CO
8-K, 2000-04-14
PAINTS, VARNISHES, LACQUERS, ENAMELS & ALLIED PRODS
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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): April 12, 2000
                                                          --------------


                          THE SHERWIN-WILLIAMS COMPANY
               --------------------------------------------------
               (Exact name of registrant as specified in charter)


            Ohio                         1-4851                  34-0526850
- ----------------------------    ------------------------     -------------------
(State or other jurisdiction    (Commission File Number)        (IRS Employer
     of incorporation)                                       Identification No.)


                101 Prospect Avenue, N.W., Cleveland, Ohio 44115
               ---------------------------------------------------
               (Address of principal executive offices) (zip code)


Registrant's telephone number, including area code: (216) 566-2000
                                                    --------------
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Item 5: Other Events.
        -------------

     On April 12, 2000, The Sherwin-Williams Company issued a press release
regarding expected sales and earnings for the first quarter of 2000 and two
specialty coatings acquisitions. The press release is attached hereto as
Exhibit 99 and is incorporated herein by reference.


Item 7: Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits

    Exhibit No.       Exhibit Description
    -----------       -------------------

        99            Press Release of Sherwin-Williams dated April 12, 2000.



                                   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.


                                             THE SHERWIN-WILLIAMS COMPANY


April 14, 2000                               By: /s/ L.E. Stellato
                                                 -------------------------------
                                                 L.E. Stellato
                                                 Vice President, General Counsel
                                                 and Secretary



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                                  EXHIBIT INDEX
                                  -------------

EXHIBIT NO.     EXHIBIT DESCRIPTION
- -----------     -------------------

    99          Press Release of Sherwin-Williams dated April 12, 2000.







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                                                                      EXHIBIT 99



[LOGO]                                                 FOR IMMEDIATE RELEASE
                                                       CONTACT: CONWAY G. IVY
                                                       VICE PRESIDENT, CORPORATE
                                                       PLANNING AND DEVELOPMENT
                                                       216-566-2102



                                      NEWS:

            ---------------------------------------------------------
            The Sherwin-Williams Company - 101 Prospect Avenue, N.W.,
                     Cleveland, Ohio 44115 - (216) 566-2140


     CLEVELAND, OHIO, April 12, 2000 - Due to greater than anticipated sales
improvement in the Paint Stores and Consumer Segments during the last part of
March, The Sherwin-Williams Company (NYSE: SHW) expects first quarter earnings
per share to be $.25 versus $.17 in the first quarter 1999. This is an
improvement over the expected $.22 to $.24 per share announced on March 23,
2000. The Company will release its first quarter results on April 25.

     Sherwin-Williams completed the acquisition of two specialty coatings
businesses last week; General Polymers of Cincinnati, Ohio and ScottWarren
S.p.A. of Aprilia, Italy. The combined annual sales for the two businesses is
less than $50 million U.S. dollars. The amount and terms of the purchases were
not disclosed.

     General Polymers is an important manufacturer and seller of specialized
coatings systems for floors, walls and tanks. These fluid-applied construction
products are designed for durable, aesthetically pleasing, chemical resistant
and high impact surfaces required in a wide variety of industrial, commercial
and institutional applications. The majority of General Polymers' customers are
industrial contractors installing seamless flooring, terrazzo flooring
contractors and industrial painting contractors. General Polymers will operate
as a separate business unit within Sherwin-Williams' Paint Stores Segment. While
maintaining close contact with its existing customers, General Polymers will be
able to extend its marketing efforts by utilizing the Paint Stores Segment's
extensive product specification efforts with architects and engineering firms.
This association will also enable it to draw upon Sherwin-Williams' technology
and organization to enhance its product line and service offering.

     ScottWarren S.p.A. is a manufacturer and seller of automotive refinish
coatings located in Aprilia, Italy, which is approximately 30 miles south of
Rome. ScottWarren manufactures a complete line of automotive and commercial
vehicle refinish products which are distributed throughout Italy, numerous
European markets, the Middle East and Africa. ScottWarren provides the first
European organizational and manufacturing base on which Sherwin-Williams'
Automotive Finishes Segment can build its business by meeting the product and
service needs of
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its European and international customers.

     Christopher M. Connor, Vice Chairman and Chief Executive Officer of The
Sherwin-Williams Company said, "We are indeed pleased to welcome these two fine
organizations and their management teams to our Company. General Polymers gives
us a new position with significant growth opportunities in the floor coatings
and systems market. ScottWarren provides an important platform on which we can
expand our automotive finishes business on a global basis. Both businesses will
be able to utilize Sherwin-Williams' technology and marketing resources to
enhance the products and services they will offer to new and existing
customers."

                                      # # #

- --------------------------------------------------------------------------------
This press release contains certain "forward-looking statements" with respect to
sales, earnings and other matters. These forward-looking statements are based
upon management's expectations and beliefs concerning future events.
Forward-looking statements are necessarily subject to risks, uncertainties and
other factors, many of which are outside the control of the Company, that could
cause actual results to differ materially from such statements. These risks,
uncertainties and other factors include such things as: general business
conditions; strengths of retail economies and the growth in the coatings
industry; changes in the Company's relationships with customers and suppliers;
unusual weather conditions; and other risks and uncertainties described from
time to time in the Company's reports filed with the Securities and Exchange
Commission. Any forward-looking statement speaks only as of the date on which
such statement is made, and the Company undertakes no obligation to update any
forward-looking statement, whether as a result of new information, future events
or otherwise.


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