SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 5, 2003
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Baltek Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
2-44764 13-2646117
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(Commission File Number) (IRS Employer Identification No.)
10 Fairway Court, Northvale, New Jersey 07647
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, (201) 767-1400
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5 Other Events.
On March 5, 2003, Baltek Corporation announced that it has entered into an
Agreement and Plan of Merger among Baltek Corporation, Alcan Inc. and Alcan
Balcorp, Inc., dated March 5, 2003. After the merger, Baltek will become a
wholly owned subsidiary of Alcan, Inc. As a result of the merger, shareholders
of Baltek Corporation will receive approximately $15.17 in cash for each share
of Baltek common stock.
Consummation of the merger is subject to the satisfaction of various
conditions, including, but not limited to, approval of the Agreement and Plan of
Merger by the shareholders of Baltek Corporation.
Additional information regarding the merger is set forth in the Press
Release of Baltek Corporation and the Agreement and Plan of Merger, copies of
which are filed with this Report and incorporated herein by reference.
On February 27, 2003, prior to the board meeting approving the merger, Mr.
Henri-Armand Kohn resigned as director of Baltek Corporation.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS:
Exhibit
Number Exhibit Title
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99.1 Agreement and Plan of Merger among Baltek Corporation, Alcan
Inc. and Alcan Balcorp, Inc., dated March 5, 2003.
99.2 Voting Agreement, dated as of March 5, 2003, among Alcan
Inc., Jacques Kohn, Jean Kohn, the Bernard Kohn Revocable
Living Trust and the Bernard Irrevocable Descendants Trust.
99.3 Press Release, dated March 5, 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 hereunto duly authorized.
BALTEK CORPORATION
Date: March 7, 2003 By: /s/ Ronald Tassello, Chief Financial Officer
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Ronald Tassello
Chief Financial Officer