Johns-Manville Form S-7 Registration Statement: Asbestos Litigation (1976)

The cover and the asbestos disclosure of Johns-Manville's Form S-7, filed with the Securities and Exchange Commission on May 3, 1976 (Registration No. 2-56240), to register 2,000,000 shares of common stock at a maximum of $29.50 a share, or $59,000,000. As of April 20, 1976, J-M was a defendant in 136 asbestos suits, had settled 24 and had "unsuccessfully litigated two." The company said that any amounts it might pay, "net of insurance proceeds," would not materially affect its earnings or financial position.

What it shows

The disclosure repeats the March 1976 10-K, with the case count updated, and adds two points. The company said safety measures since 1964 "will substantially eliminate the incidence of injuries in the future arising from exposure after such safety measures were implemented," though "additional complaints of injury may arise in the future in respect of past exposure." And it reported rising costs for workers' compensation claims and insurance, "in part because of increasing numbers of occupational disease cases related to exposure to asbestos," adding that it could not yet tell what higher state benefit limits would mean for its business.

The cover names George W. O'Dair, senior vice president for finance, as agent for service, with copies to William D. Tucker, Jr., of Davis Polk & Wardwell and to John A. McKinney, J-M's senior vice president for legal services.