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
January 13, 2003
Date of Report (Date of earliest event reported)
AMERICAN BILTRITE INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 1-4773
Delaware 04-1701350
(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
57 River Street
Wellesley Hills, Massachusetts 02481-2097
(Address of principal executive office)
Registrant's telephone number, including area code: (781) 237-6655
Not Applicable
(Former name or former address, if changed since last report)
Item 5: Other Events
On January 13, 2003, the Registrant issued a press release relating to its
majority-owned subsidiary Congoleum Corporation's strategy for resolving
current and future asbestos claims liability. A copy of the Registrant's
press release dated January 13, 2003 is attached as Exhibit 99.1 hereto and
incorporated by reference herein.
Item 7: Financial Statements, Pro Forma Financial Information And Exhibits
(c) Exhibits.
99.1 Press release dated January 13, 2003
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 thereunto duly authorized.
AMERICAN BILTRITE INC.
Date: January 14, 2003 By /s/ Howard N. Feist III
--------------------------
Howard N. Feist III
Chief Financial Officer
Exhibit Index
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Exhibit Description
Number
99.1 Press Release dated January 13, 2003
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
For Further Information:
Howard N. Feist
Chief Financial Officer
(781) 237-6655
AMERICAN BILTRITE INC.'S MAJORITY-OWNED SUBSIDIARY CONGOLEUM CORPORATION
ANNOUNCED THAT IT IS SEEKING TO RESOLVE ITS ASBESTOS LIABILITY
WELLESLEY HILLS, Mass., January 13, 2003 - American Biltrite Inc. (AMEX:
ABL) announced that its majority-owned subsidiary Congoleum Corporation
(AMEX: CGM) reported today its strategy for resolving current and future
asbestos claims liability. The strategy involves negotiating a global
settlement with current asbestos plaintiffs. In furtherance of this
strategy, Congoleum has begun preliminary settlement negotiations with
attorneys representing the majority of plaintiffs with asbestos claims
pending against Congoleum. Upon successful completion of these
negotiations, Congoleum intends to file a prepackaged plan of
reorganization under Chapter 11 of the United States Bankruptcy Code.
Congoleum intends to propose a plan under which its trade creditors would
not be adversely affected. For more information regarding Congoleum's
announcement, please refer to Congoleum's news release dated today.
WARNING REGARDING FORWARD LOOKING STATEMENTS
THE ABOVE NEWS RELEASE, INCLUDING THE CONGOLEUM NEWS RELEASE REFERRED TO
ABOVE, CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995, THAT INVOLVE RISKS,
UNCERTAINTIES AND ASSUMPTIONS. THESE FORWARD-LOOKING STATEMENTS ARE BASED
ON AMERICAN BILTRITE'S EXPECTATIONS, AS OF THE DATE OF THIS RELEASE, OF
FUTURE EVENTS, AND AMERICAN BILTRITE UNDERSTANDS THAT THE FORWARD-LOOKING
STATEMENTS INCLUDED IN CONGOLEUM'S NEWS RELEASE ARE BASED ON CONGOLEUM'S
EXPECTATIONS, AS OF THE DATE OF ITS RELEASE, OF FUTURE EVENTS. AMERICAN
BILTRITE UNDERTAKES NO OBLIGATION TO UPDATE ANY OF THESE FORWARD LOOKING
STATEMENTS. ALTHOUGH AMERICAN BILTRITE BELIEVES THAT ITS EXPECTATIONS ARE
BASED ON REASONABLE ASSUMPTIONS, WITHIN THE BOUNDS OF ITS KNOWLEDGE OF ITS
BUSINESS AND EXPERIENCE, AND IT UNDERSTANDS THAT CONGOLEUM BELIEVES THE
SAME WITH REGARD TO ITS EXPECTATIONS REFERRED TO IN ITS NEWS RELEASE, THERE
CAN BE NO ASSURANCE THAT ACTUAL RESULTS WILL NOT DIFFER MATERIALLY FROM
EXPECTATIONS. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON ANY
FORWARD-LOOKING STATEMENTS. FACTORS THAT COULD CAUSE ACTUAL RESULTS TO
DIFFER FROM EXPECTATIONS INCLUDE WITH RESPECT TO BOTH AMERICAN BILTRITE AND
CONGOLEUM: (I) THE FUTURE COST AND TIMING OF ESTIMATED ASBESTOS LIABILITIES
AND PAYMENTS AND AVAILABILITY OF INSURANCE COVERAGE AND REIMBURSEMENT FROM
INSURANCE COMPANIES FOR ASBESTOS-RELATED PERSONAL INJURY CLAIMS, (II)
NEGOTIATING SETTLEMENT AGREEMENTS ON SATISFACTORY TERMS WITH A SUFFICIENT
MAJORITY OF CLAIMANTS, (III) REACHING AGREEMENT WITH OTHER CREDITORS, OR
CLASSES OF CREDITORS, THAT EXIST OR MAY EMERGE, (IV) SATISFYING THE
CONDITIONS AND OBLIGATIONS UNDER OUTSTANDING DEBT INSTRUMENTS, (V) THE
RESPONSE FROM TIME-TO-TIME OF LENDERS, CUSTOMERS, SUPPLIERS AND OTHER
CONSTITUENCIES TO THE ONGOING PROCESS ARISING FROM THE STRATEGY TO SETTLE
ASBESTOS LIABILITY, (VI) OBTAINING SUFFICIENT CREDITOR AND COURT APPROVAL
OF ANY PURSUED REORGANIZATION PLAN AND (VII) COMPLIANCE WITH THE UNITED
STATES BANKRUPTCY CODE, INCLUDING SECTION 524(g). IN ADDITION, IN VIEW OF
AMERICAN BILTRITE'S RELATIONSHIPS WITH CONGOLEUM, AMERICAN BILTRITE COULD
BE AFFECTED BY CONGOLEUM'S NEGOTIATIONS, AND THERE CAN BE NO ASSURANCE AS
TO WHAT THAT IMPACT, POSITIVE OR NEGATIVE, MIGHT BE. ACTUAL RESULTS COULD
DIFFER SIGNIFICANTLY AS A RESULT OF THESE AND OTHER FACTORS DISCUSSED IN
AMERICAN BILTRITE'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER
31, 2001, CONGOLEUM'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED
DECEMBER 31, 2001, AMERICAN BILTRITE'S QUARTERLY REPORT ON FORM 10-Q FOR
THE QUARTER ENDED SEPTEMBER 30, 2002, CONGOLEUM'S QUARTERLY REPORT ON FORM
10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2002 AND THEIR OTHER FILINGS WITH
THE SECURITIES AND EXCHANGE COMMISSION.