Avery Dennison Announces Clearance of Hart-Scott-Rodino Waiting Period for Stimsonite Acquisition.PASADENA, Calif.--(BUSINESS WIRE)--June 22, 1999-- Avery Dennison Avery Dennison Corporation (NYSE: AVY) produces pressure-sensitive materials (such as self-adhesive labels), office products, and various paper products. R. Stanton Avery founded Avery in 1935. Avery Dennison Corporation was created in 1990 by merger of Avery and Dennison. Corp. (NYSE NYSE See: New York Stock Exchange :AVY)(PCX (1) A bitmapped graphics file format that handles monochrome, 2-bit, 4-bit, 8-bit and 24-bit color and uses RLE to achieve compression ratios of approximately 1.1:1 to 1.5:1. Images with large blocks of solid colors compress best under the RLE method. See PC Paintbrush. :AVY) announced today that it has received notice of early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (Public Law 94-435, known commonly as the HSR Act) is a set of amendments to the antitrust laws of the United States, principally the Clayton Antitrust Act. The HSR Act was signed into law by President Gerald R. of 1976 regarding the previously announced merger of Avery Dennison and Stimsonite Corp. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :STIM STIM Stimulation STIM Svenska Tonsättares Internationella Musikbyrå STIM Star Trek Italia Magazine STIM Smart Transducer Interface Module (from IEEE standard 1451.1) STIM Security Through Interaction Modeling STIM Society to Increase Mobility ). A definitive merger agreement relating to the merger was announced on June 4, 1999. Under the terms of the merger agreement, a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of Avery Dennison commenced a tender offer on June 10, 1999, to purchase all outstanding shares of Stimsonite's common stock for $14.75 per share in cash. The tender offer is scheduled to close at 12:00 Midnight, New York City New York City: see New York, city. New York City City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S. time, on Thursday, July 8, 1999, unless extended, and is subject to certain conditions, including a minimum of a majority of Stimsonite's outstanding shares (on a fully diluted basis) being properly tendered prior to the expiration of the offer and not withdrawn. The acquisition of Stimsonite will strategically expand and strengthen Avery Dennison's reflective films business and will provide significant additions to the company's proprietary technology base. Avery Dennison develops, manufactures and markets innovative self-adhesive solutions for consumer products and label systems. Based in Pasadena, the company had 1998 sales of $3.5 billion and makes a wide range of products for consumer and industrial markets, including Avery-brand office products, Fasson-brand self-adhesive materials, peel-and-stick postage stamps, battery labels, automated retail tag and labeling systems, and specialty tapes and chemicals. Stimsonite, based in Niles, Ill., is a leading worldwide manufacturer and marketer of reflective safety products for the transportation industry and a pioneer in microreplication technology for a diverse range of industries. Stimsonite products include raised reflective pavement markers, work zone markers, highway delineators and state-of-the-art high performance optical films for use in the construction of highway signs. In 1998, the company generated sales of $87.4 million, net income of $4.9 million, and cash flow from operations Cash flow from operations A firm's net cash inflow resulting directly from its regular operations (disregarding extraordinary items such as the sale of fixed assets or transaction costs associated with issuing securities), calculated as the sum of net income plus noncash expenses of $6.3 million. Forward-Looking Statements Certain information presented in this news release may constitute "forward-looking" statements. These statements are subject to certain risks and uncertainties. Actual results and trends may differ materially from historical or expected results depending on a variety of factors, including but not limited to availability of raw materials, foreign exchange rates, worldwide and local economic conditions, fluctuations in consumer demand affecting sales to, and production and inventory levels at, customer companies, and other matters referred to in the company's Securities and Exchange Commission filings. NOTE TO EDITORS: For more information visit the Avery Dennison Web site at www.averydennison.com. |
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