UNITED STATES
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) April 22, 2005
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AMERICAN BILTRITE INC.
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(Exact name of registrant as specified in charter)
Delaware 1-4773 04-1701350
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(State or other jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
57 River Street, Wellesley Hills, Massachusetts 02481-2097
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(Address of principal executive offices, including zip code)
(781) 237-6655
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
American Biltrite Inc.'s majority-owned subsidiary Congoleum Corporation
("Congoleum") announced on April 22, 2005 that it has reached an agreement in
principle with representatives of the Asbestos Claimants' Committee and the
Future Claimants' Representative to make certain modifications to Congoleum's
proposed Chapter 11 plan of reorganization and related documents governing the
settlement and payment of asbestos related claims against Congoleum. Congoleum
further stated that, under the agreed-upon modifications, asbestos claimants
with claims settled under Congoleum's pre-petition settlement agreement would
agree to forego the security interest they were granted and share on a pari
passu basis with all other present and future asbestos claimants in insurance
proceeds and other assets of the trust to be formed to pay asbestos claims
against Congoleum. As a result of these changes, Congoleum will be preparing an
amended plan and disclosure statement and soliciting acceptances from certain
claimant creditors affected by these modifications. There can be no assurance
that the requisite votes needed to confirm the amended plan will be received.
Congoleum has requested an adjournment of the bankruptcy court hearing presently
underway to consider confirmation of its existing plan of reorganization. The
amended plan and disclosure statement modifications and solicitation procedures
will be subject to bankruptcy court approval.
Interested parties should refer to the documents that will be filed by Congoleum
for a complete description of the modified plan.
On December 31, 2003, Congoleum Corporation filed a voluntary petition with the
United States Bankruptcy Court for the District of New Jersey (Case No.
03-51524) seeking relief under Chapter 11 of the United States Bankruptcy Code
as a means to resolve claims asserted against it related to the use of asbestos
in its products decades ago.
Forward-Looking Statements
Some of the information presented in this Current Report on Form 8-K constitutes
"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
Inc.'s expectations, and American Biltrite Inc.'s understanding of Congoleum's
expectations, as of the date of this report, of future events, and American
Biltrite Inc. undertakes no obligation to update any of these forward-looking
statements except as required by the federal securities laws. Although American
Biltrite Inc. believes that these expectations are based on reasonable
assumptions, within the bounds of its knowledge of its business and operations,
there can be no assurance that actual results will not differ materially from
its expectations. Readers are cautioned not to place undue reliance on any
forward-looking statements. There can be no assurance that Congoleum will be
successful in obtaining confirmation of its modified plan in a timely manner or
at all. Any alternative plan of reorganization pursued by Congoleum or confirmed
by the bankruptcy court could vary significantly from the version of the plan
currently being pursued Congoleum, including with respect to the matters
described in this report. Furthermore, the estimated costs and contributions
required to confirm and to effect the proposed modified plan of reorganization
or an alternative plan could be significantly greater than currently estimated.
Any plan of reorganization pursued by Congoleum will be subject to numerous
conditions, approvals and other requirements, including bankruptcy court
approvals, and there can be no assurance that such conditions, approvals and
other requirements will be satisfied or obtained. Other factors that could cause
or contribute to actual results differing from its expectations include those
factors discussed in American Biltrite Inc.'s other filings with the Securities
and Exchange Commission, including in the section of its Annual Report on Form
10-K for the fiscal year ended December 31, 2004 entitled "Management's
Discussion and Analysis of Financial Condition and Results of Operations -- Risk
Factors That May Affect Future Results."
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.
Date: April 25, 2005 AMERICAN BILTRITE INC.
By: /s/ Howard N. Feist III
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Name: Howard N. Feist III
Title: Chief Financial Officer