0001083750-11-000004.txt : 20110307 0001083750-11-000004.hdr.sgml : 20110307 20110307093014 ACCESSION NUMBER: 0001083750-11-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110307 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110307 DATE AS OF CHANGE: 20110307 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHANDLER USA INC CENTRAL INDEX KEY: 0001083750 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 731325906 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15135 FILM NUMBER: 11666828 BUSINESS ADDRESS: STREET 1: 1010 MANVEL AVE CITY: CHANDLER STATE: OK ZIP: 74834 BUSINESS PHONE: 4052580804 MAIL ADDRESS: STREET 1: 1010 MANVEL AVE CITY: CHANDLER STATE: OK ZIP: 74834 8-K 1 cusa8k032011edgar.txt CHANDLER (U.S.A.), INC. 3/7/2011 8-K ------------------------------------------------------------------------------- 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): MARCH 7, 2011 CHANDLER (U.S.A.), INC. (Exact name of registrant as specified in its charter) OKLAHOMA 1-15135 73-1325906 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1010 MANVEL AVENUE, CHANDLER, OKLAHOMA 74834 (Address of principal executive offices and Zip Code) Registrant's telephone number, including area code: (405) 258-0804 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)) =============================================================================== Page 1 ITEM 7.01 REGULATION FD DISCLOSURE ------------------------ On March 7, 2011, Chandler (U.S.A.), Inc. issued a press release announcing that it has elected to exercise its right to redeem all of its outstanding 8.75% Senior Debentures due 2014 (the "Debentures"). The Debentures are listed on the NYSE AMEX under the symbol CUS.A14. A copy of the press release is furnished as Exhibit 99.1 and is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits The following exhibit is furnished herewith. 99.1 Press release dated March 7, 2011. Page 2 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. CHANDLER (U.S.A.), INC. Date: March 7, 2011 By: /s/ W. Brent LaGere ----------------------------------- W. Brent LaGere Chairman of the Board and Chief Executive Officer (Principal Executive Officer) EXHIBIT INDEX DESCRIPTION ------------- ----------- 99.1 Press release dated March 7, 2011 issued by Chandler (U.S.A.), Inc. EX-99.1 CHARTER 2 march72011exhibit99edgar.txt CHANDLER (U.S.A.), INC. 3/7/2011 EXHIBIT 99.1 EXHIBIT 99.1 -------------------------------------------------------------------------------- NEWS BULLETIN CHANDLER (U.S.A.), INC. FROM: RE: CHANDLER (U.S.A.), INC. 1010 MANVEL AVENUE MARKETWIRE CHANDLER, OK 74834 -------------------------------------------------------------------------------- SENIOR DEBENTURES LISTED ON NYSE AMEX: CUS.A14 -------------------------------------------------------------------------------- FOR FURTHER INFORMATION: CHANDLER (U.S.A.), Inc. R. Patrick Gilmore General Counsel 405/258-4262 FOR IMMEDIATE RELEASE --------------------- MONDAY, MARCH 7, 2011 --------------------- CHANDLER (U.S.A.), INC. ANNOUNCES REDEMPTION OF SENIOR DEBT Chandler (U.S.A.), Inc. announced today that it has elected to exercise its right to redeem all of its outstanding 8.75% Senior Debentures due 2014 (the "Debentures"). The Debentures are listed on the NYSE AMEX under the symbol CUS.A14. Notice of this action is being given to The Bank of New York Mellon Trust Company, N.A., the Trustee under the Indenture pursuant to which the Debentures were issued, and to the holders of the Debentures. The redemption date for the Debentures will be April 26, 2011 (the "Debenture Redemption Date"). The redemption price on the Debenture Redemption Date will be $1,000.00 for each $1,000.00 principal amount of Debentures plus all accrued and unpaid interest thereon to the Debenture Redemption Date. The redemption price for the Debentures will be payable in cash upon presentation and surrender of the Debentures called for redemption at the corporate trust office of the Trustee, who is also serving as Redemption Agent, at 601 Travis, 16th Floor, Houston, Texas, 77002 (Tel. 713/483-6649), attention: Kash Asghar. The principal amount of the Debentures currently outstanding is $6,979,000.00. Chandler (U.S.A.), Inc. is a privately held company in Chandler, Oklahoma, engaged in insurance related businesses and whose subsidiaries include Chandler Insurance Managers, Inc. and National American Insurance Company. # # #