-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GuUHqfIMSsNop6DqhXoT7TJQCiFhQ50L8JweoW9LZfYdLnlchUAHdZpGzBUwOdvv mQZVGr/ZGvGbEz+GQ9qIrg== 0001068800-03-000119.txt : 20030227 0001068800-03-000119.hdr.sgml : 20030227 20030226184034 ACCESSION NUMBER: 0001068800-03-000119 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20030226 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030227 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOLUTIA INC CENTRAL INDEX KEY: 0001043382 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 431781797 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13255 FILM NUMBER: 03581722 BUSINESS ADDRESS: STREET 1: 575 MARYVILLE CENTRE DRIVE STREET 2: P O BOX 66760 CITY: ST. LOUIS STATE: MO ZIP: 63166-6760 BUSINESS PHONE: 3146741000 MAIL ADDRESS: STREET 1: P O BOX 66760 CITY: ST. LOUIS STATE: MO ZIP: 63166-6760 FORMER COMPANY: FORMER CONFORMED NAME: QUEENY CHEMICAL CO DATE OF NAME CHANGE: 19970804 8-K 1 feb26.txt 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): FEBRUARY 26, 2003 SOLUTIA INC. ------------ (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE -------- (STATE OF INCORPORATION) 001-13255 43-1781797 --------- ---------- (COMMISSION (IRS EMPLOYER FILE NUMBER) IDENTIFICATION NO.) 575 MARYVILLE CENTRE DRIVE, P.O. BOX 66760, ST. LOUIS, MISSOURI 63166-6760 - --------------------------------------------------------------- ---------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (314) 674-1000 -------------- REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE ITEM 5. OTHER EVENTS On February 26, 2003, Solutia issued a press release announcing the decision of the Alabama Supreme Court affirming the November 8, 2002, decision of a state circuit court judge denying our motion to recuse the trial judge in the current Abernathy trial over PCB issues in Anniston, Alabama. In the press release, Solutia reaffirmed its commitment to an effective, safe, and permanent cleanup of PCBs in Anniston. In a separate press release, Solutia announced a teleconference for Thursday, February 27 at 8:00 a.m. central standard time to review the decision. Also, on February 26, 2003, Solutia issued a press release announcing: (a) the election of Mr. Robert A. Clausen as vice chairman and a director of Solutia Inc., (b) the nomination of Messrs. Robert A. Clausen, Paul Donovan, Robert H. Jenkins, and Frank A. Metz, Jr. for re-election to three-year terms at Solutia's annual meeting on April 23, 2003, and (c) the election of certain other officers of Solutia Inc. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit Number Description - -------------- ----------- 99.1 Press Release dated February 26, 2003, issued by Solutia to announce decision of the Alabama Supreme Court 99.2 Press Release dated February 26, 2003, issued by Solutia to announce February 27 teleconference 99.3 Press Release dated February 26, 2003, issued by Solutia to announce Board actions regarding election of directors and officers and nominations of directors for re-election 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. SOLUTIA INC. --------------------------------------- (Registrant) /s/ Karen L. Knopf --------------------------------------- Karen L. Knopf Assistant Secretary DATE: FEBRUARY 26, 2003 EXHIBIT INDEX These exhibits are numbered in accordance with the Exhibit Table of Item 601 of Regulation S-K. Exhibit Number Description - ------ ----------- 99.1 Press Release dated February 26, 2003, issued by Solutia to announce decision of the Alabama Supreme Court 99.2 Press Release dated February 26, 2003, issued by Solutia to announce February 27 teleconference 99.3 Press Release dated February 26, 2003, issued by Solutia to announce Board actions regarding election of directors and officers and nominations of directors for re-election EX-99.1 3 exh99p1.txt Exhibit 99.1 [SOLUTIA LETTERHEAD] FOR IMMEDIATE RELEASE - ------------------------------------------------------------------------------- Contacts: Media - Beth Rusert 314-674-8527 Financial - Liesl Livingston 314-674-7777 ALABAMA SUPREME COURT AFFIRMS LOWER COURT RULING ON RECUSAL MOTION ST. LOUIS, Feb. 26, 2003 - Solutia Inc. (NYSE:SOI) announced that the Alabama Supreme Court today affirmed the Nov. 8, 2002 decision of a State Circuit Court Judge not to grant the company's motion seeking recusal (replacement) of Judge R. Joel Laird, Jr., the presiding judge in the current Abernathy trial over PCB issues in Anniston, Alabama. "While we filed this motion based on a concern over an appearance of bias by the judge, we respect the decision rendered in this matter by the court. From the start of the Abernathy case we have sought a fair and impartial forum in which to present our strong legal and factual defenses. There are substantive issues of law and fact that will determine the outcome of this case, not the recusal decision," said Jeffry N. Quinn, Solutia's Senior V.P. and General Counsel. "The company is currently considering its options in light of this decision," Quinn added. Solutia remains committed to an effective, safe and permanent cleanup of PCBs in Anniston. To date the company has spent over $50 million on cleanup related activities in the Anniston area. -more- 2 To build on this work, a comprehensive Consent Decree between Solutia and the U.S. government was filed in federal court in Birmingham, Ala., on Oct. 23, 2002. The Consent Decree, which awaits approval by the federal judge, includes an expedited cleanup of residential properties. Solutia is eager to move forward under the terms of the consent decree, which provides the best and most rapid way to achieve an effective, permanent PCB cleanup in Anniston. For more information on Solutia's cleanup work in Anniston, visit http://www.solutia.com/anniston. CORPORATE PROFILE Solutia (http://www.Solutia.com) uses world-class skills in applied chemistry to create value-added solutions for customers, whose products improve the lives of consumers every day. Solutia is a world leader in performance films for laminated safety glass and after-market applications; process development and scale-up services for pharmaceutical fine chemicals; specialties such as water treatment chemicals, heat transfer fluids and aviation hydraulic fluid and an integrated family of nylon products including high-performance polymers and fibers. Solutia.... Solutions For A Better Life. -oOo- Source: Solutia Inc. St. Louis Date 02/26/03 EX-99.2 4 exh99p2.txt Exhibit 99.2 [SOLUTIA LETTERHEAD] FOR IMMEDIATE RELEASE - ------------------------------------------------------------------------ Contacts: Media - Beth Rusert 314-674-8527 Financial - Liesl Livingston 314-674-7777 SOLUTIA TO REVIEW RECUSAL DECISION IN MORNING TELECONFERENCE ST. LOUIS, Feb. 24, 2003 --- Solutia Inc. (NYSE:SOI) announced today that John Hunter, chairman and chief executive officer, and Jeffry Quinn, general counsel, will hold a brief teleconference on Thurs., Feb. 27, 2003 at 8:00 am CT, 9:00 am ET to review the recusal decision handed down by Alabama Supreme Court. The teleconference will be webcast on the investor page of Solutia's website at http://Investor.Solutia.com. The teleconference will remain on our website for approximately 5 days after the call. CORPORATE PROFILE Solutia (http://www.Solutia.com) uses world-class skills in applied chemistry to create value-added solutions for customers, whose products improve the lives of consumers every day. Solutia is a world leader in performance films for laminated safety glass and after-market applications; process development and scale-up services for pharmaceutical fine chemicals; specialties such as water treatment chemicals, heat transfer fluids and aviation hydraulic fluid and an integrated family of nylon products including high-performance polymers and fibers. Solutia .... Solutions For A Better life. -oOo- Source: Solutia Inc. St. Louis Date 02/26/03 EX-99.3 5 exh99p3.txt Exhibit 99.3 [SOLUTIA LOGO] FOR IMMEDIATE RELEASE - ---------------------------------------------------------------------------- Contact: Beth Rusert 314-674-8527 ROBERT CLAUSEN ELECTED TO SOLUTIA BOARD ST. LOUIS, Feb. 26, 2003 --- The Board of Directors of Solutia Inc. (NYSE:SOI) today announced that Robert A. Clausen, 58, currently senior vice president and chief financial officer of Solutia, has been elected vice chairman as well as a member of the board. He will serve as chief administrative officer and chief financial officer and will be responsible for a majority of Solutia's staff functions. "I am pleased that the board has selected Bob Clausen to take on these additional leadership responsibilities," said John C. Hunter, chairman, president and chief executive officer of Solutia. "This new position reflects our confidence in Bob's ability to help guide Solutia and create value for our shareholders." The board also elected Susan E. Bevington, head of human resources, as vice president, and Jeffry N. Quinn, general counsel, as senior vice president and secretary, succeeding Karl R. Barnickol who is retiring. Solutia directors Paul Donovan, Robert H. Jenkins, Frank A. Metz Jr. and Robert A. Clausen were nominated for re-election to three-year terms at Solutia's annual meeting of stockholders on April 23, 2003. CORPORATE PROFILE Solutia (http://www.Solutia.com) uses world-class skills in applied chemistry to create value-added solutions for customers, whose products improve the lives of consumers every day. Solutia is a world leader in performance films for laminated safety glass and after-market applications; process development and scale-up services for pharmaceutical fine chemicals; specialties such as water treatment chemicals, heat transfer fluids and aviation hydraulic fluid and an integrated family of nylon products including high-performance polymers and fibers. Solutia.... Solutions For A Better Life. -oOo- Source: Solutia Inc. St. Louis Date 02/26/03 -----END PRIVACY-ENHANCED MESSAGE-----