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): July 8, 2005

 

CRUZAN INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-13453

 

59-1284057

(State of Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

 

 

222 Lakeview Avenue, Suite 1500, West Palm Beach, FL

 

33401

(Address of principal executive office)

 

(Zip Code)

 

 

 

Registrant’s telephone number, including area code: (561) 655-8977

 

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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 


 

CRUZAN INTERNATIONAL, INC.

 

FORM 8-K

CURRENT REPORT

 

Item 8.01                                             Other Events.

 

On July 8, 2005, the Company issued a press release announcing that today The Absolut Spirits Company, Inc., a Delaware corporation, a wholly-owned subsidiary of V&S Vin & Sprit AB, had submitted a proposed Agreement and Plan of Merger pursuant to which a wholly-owned subsidiary of ASCI would merge with and into the Company, and each issued share of Company common stock would be converted into the right to receive $28.37 in cash.

 

A copy of the press release relating to the foregoing is set forth as Exhibit 99.1 to this report and is incorporated herein by reference.

 

Item 9.01                                             Financial Statements and Exhibits.

 

(a)                                  Financial Statements of Business Acquired.

Not applicable.

 

(b)                                 Pro Forma Financial Information.

Not applicable.

 

(c)                                  Exhibits.

99.1                           The Company’s Press Release, dated July 8, 2005.

 

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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 hereunto duly authorized.

 

 

 

CRUZAN INTERNATIONAL, INC.

 

 

 

 

 

 

Date:

July 18, 2005

 

By:

/s/ Ezra Shashoua

 

 

 

 

Ezra Shashoua

 

 

 

Executive Vice President and

 

 

 

Chief Financial Officer

 

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