UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
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) July 18, 2001
MacDermid, Incorporated
(Exact name of registrant as specified in its charter)
Connecticut 0-2413 06-0435750
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
245 Freight Street, Waterbury, Connecticut 06702
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 575-5700
None
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(Former name or former address if changed since last report.)
Item 5. Other Events.
In connection with the filing by MacDermid, Incorporated (the
"Company") with the Securities and Exchange Commission on June 27, 2001 of a
registration statement on Form S-4 under the Securities Act of 1933 relating
to the proposed issuance and exchange of up to $301,500,000 aggregate
principal amount of the Company's outstanding 9-1/8% Senior Subordinated Notes
due 2011 for a like principal amount of the Company's 9-1/8% Senior
Subordinated Notes due 2011, the Company has prepared an additional footnote
(note 13) to its financial statements included in its Annual Report on Form
10-K/A for fiscal year 2001 with condensed consolidating financial information
for its subsidiaries in accordance with Rule 3-10(f)(4) of Regulation S-X.
Attached hereto as Exhibit 99.1 are consolidated financial statements
including such footnote, together with management's statement of
responsibility and the Company's independent auditors' report with respect to
such consolidtaed financial statements.
Attached hereto as Exhibit 23 is the Company's independent auditors'
consent to the incorporation by reference in certain registration statements
of their report included in Exhibit 99.1.
Forward-Looking Statements
This current report on Form 8-K includes forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.
These statements relate to analyses and other information that are based on
forecasts of future results and estimates of amounts not yet determinable.
These statements also relate to our future prospects, developments and
business strategies. The statements contained in this current report that are
not statements of historical fact may include forward-looking statements that
involve a number of risks and uncertainties.
We have used the words "anticipate," "believe," "could," "estimate,"
"expect," "intend," "may," "plan," "predict," "project," "will" and similar
terms and phrases, including references to assumptions, in this current report
to identify forward-looking statements. These forward- looking statements are
made based on our management's expectations and beliefs concerning future
events affecting us and are subject to uncertainties and factors relating to
our operations and business environment, all of which are difficult to predict
and many of which are beyond our control, that could cause our actual results
to differ materially from those matters expressed in or implied by these
forward-looking statements. The following factors are among those that may
cause actual results to differ materially from our forward-looking statements:
cyclicality in our customers' end-use markets; acquisitions and dispositions;
environmental liabilities; changes in general economic, business and industry
conditions; changes in current advertising, promotional and pricing levels;
changes in political and social conditions and local regulations; foreign
currency fluctuations; inflation; significant litigation; changes in sales
mix; competition; disruptions of established supply channels; degree of
acceptance of new products; difficulty of forecasting sales at various times
in various markets; and the availability, terms and deployment of capital.
All of our forward-looking statements should be considered in light
of these factors. We undertake no obligation to update our forward-looking
statements to reflect new information, future events or otherwise.
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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.
MacDermid, Incorporated
(Registrant)
Date: July 18, 2001 /s/ Gregory M. Bolingbroke
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Title: Vice President
Treasurer and Controller
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