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): October 14, 1998
TRION, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 0-3108 25-0922753
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation)
101 McNeill Road, Sanford, North Carolina 27331-0760
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:
(919) 775-220
Item 5. Other Events.
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As previously reported, on August 14, 1998, Trion, Inc., a Pennsylvania
corporation ("Trion" or the "Company") entered into an Agreement and Plan of
Merger ("Merger Agreement") with McLeod Russel Holdings PLC, a corporation
incorporated under the laws of England and Wales ("McLeod Russel") and McLeod
Russel of Pennsylvania, Inc., a Pennsylvania corporation and wholly owned
subsidiary of McLeod Russel ("Sub").
On October 14, 1998, Trion, McLeod Russel and Sub mutually agreed to terminate
the Merger Agreement and entered into a Mutual Release and Termination
Agreement to that effect. The Press Release announcing the termination is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) The following Exhibits are filed with or incorporated by reference as
part of this Current Report on Form 8-K:
Exhibit No. Description
----------- -----------
99.1 Press Release dated October 15, 1998
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.
Dated: October 15, 1998 TRION, INC.
By:
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Calvin J. Monsma
Vice President and
Chief Financial Officer and
Corporate Secretary
EXHIBIT INDEX
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Exhibit No. Description
- ----------- -----------
99.1 Press Release dated October 15, 1998
Exhibit 99.1
TRION, INC. AND McLEOD RUSSEL TERMINATE MERGER PLANS
Sanford, N.C., October 15, 1998 /PRNewswire/ -- TRION, INC. (Nasdaq:
TRON)
Trion announced that the merger agreement between the Company and McLeod
Russel Holdings PLC signed on August 14, 1998 was terminated today by
mutual agreement.
Trion, a leader in indoor air quality (IAQ) since 1947, specializes in
products that focus on health and safety with specific emphasis on the
environment in industry and the home. Trion is a publicly traded
company and is listed as TRON on the NASDAQ exchange.
