0001193125-12-288996.txt : 20120629 0001193125-12-288996.hdr.sgml : 20120629 20120629110338 ACCESSION NUMBER: 0001193125-12-288996 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120629 ITEM INFORMATION: Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120629 DATE AS OF CHANGE: 20120629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESTLAKE CHEMICAL CORP CENTRAL INDEX KEY: 0001262823 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 760346924 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32260 FILM NUMBER: 12934507 MAIL ADDRESS: STREET 1: 2801 POST OAK BLVD STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77056 8-K 1 d373797d8k.htm FORM 8-K Form 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): June 29, 2012

 

 

WESTLAKE CHEMICAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-32260   76-0346924

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

2801 Post Oak Boulevard, Suite 600

Houston, Texas

   77056
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (713) 960-9111

 

 

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))

 

 

 

Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

On June 29, 2012, Westlake Chemical Corporation (the “Company”) voluntarily called for redemption all of its outstanding 6 5/8% Senior Notes due 2016 (the “Notes”), at the redemption price of 102.208% of the principal amount thereof, in accordance with the terms of the indenture governing the Notes. Holders of redeemed Notes will also receive accrued and unpaid interest to the redemption date, which is July 29, 2012. As of the date of this Current Report on Form 8-K (and prior to giving effect to the redemption), $250,000,000 in aggregate principal amount of the Notes were outstanding.

The foregoing summary of the proposed redemption of the Notes is qualified in its entirety by reference to the complete text of the Notice of Redemption relating to the redemption of the Notes, which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Cautionary Statement Concerning Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements relating to the Company’s expectations regarding the redemption of the Notes. Although the Company believes that such expectations are reasonable, it can give no assurance that such expectations will prove to have been correct. Such statements are subject to certain risks, uncertainties and assumptions. Please read the Company’s filings with the Securities and Exchange Commission, including the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2011 and subsequent quarterly reports on Form 10-Q, for a discussion of risks related to the Company’s forward-looking statements.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is filed herewith:

 

99.1 Notice of redemption dated June 29, 2012 relating to the redemption of all outstanding Notes.

 

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SIGNATURE

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.

 

WESTLAKE CHEMICAL CORPORATION
By:   /s/ M. Steven Bender
  M. Steven Bender
  Senior Vice President, Chief Financial Officer and Treasurer

Date: June 29, 2012

 

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EXHIBIT INDEX

 

Exhibit Number

   

Exhibit Description

99.1    Notice of redemption dated June 29, 2012 relating to the redemption of all outstanding Notes.

 

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EX-99.1 2 d373797dex991.htm NOTICE OF REDEMPTION DATED JUNE 29, 2012 Notice of Redemption dated June 29, 2012

Exhibit 99.1

NOTICE OF REDEMPTION

To the Holders of

WESTLAKE CHEMICAL CORPORATION

6 5/8% SENIOR NOTES DUE 2016

CUSIP 960413 AE2*

NOTICE IS HEREBY GIVEN that, pursuant to the Indenture dated as of January 1, 2006 (as supplemented by the First Supplemental Indenture to the Indenture dated as of January 13, 2006, the “Indenture”), to which Westlake Chemical Corporation, as Issuer (the “Company”), the Subsidiary Guarantors, and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, National Association), as Trustee (the “Trustee”), are parties, under which the 6 5/8% Senior Notes due 2016 of the Company (the “Notes”) were issued, all remaining outstanding Notes ($250 million aggregate principal amount) will be redeemed on July 29, 2012 (the “Redemption Date”) at a redemption price of 102.208% of the principal amount thereof, plus accrued and unpaid interest to the Redemption Date (the “Redemption Price”). The Notes are being redeemed pursuant to Section 3.12 of the Indenture and Paragraph 5(a) of the Notes. This notice of redemption is being sent to Holders of Notes pursuant to Section 3.04 of the Indenture and Paragraph 8 of the Notes. Capitalized terms used but not defined herein shall have the meaning given such terms in the Indenture.

On the Redemption Date, the Redemption Price will become due and payable upon each Note. Unless the Company and the Subsidiary Guarantors default in the payment of the Redemption Price in accordance with the Indenture, interest on the Notes will cease to accrue on and after the Redemption Date and the only remaining right of the Holders of the Notes will be to receive payment of the Redemption Price upon surrender to the Trustee (acting as Paying Agent) of the Notes.

Notes called for redemption must be surrendered to the Trustee (acting as Paying Agent (The Bank of New York Mellon Trust Company, N.A., 101 Barclay Street – 7 East, New York, NY 10286)), in order to collect the Redemption Price. Surrendering of the Notes and payment of the Redemption Price will be made through the facilities of The Depository Trust Company as a Depositary of the Notes.

Holders can inquire about redemption of the Notes by calling The Bank of New York Mellon Trust Company, N.A. at 713-483-6535.

Dated: June 29, 2012

 

THE BANK OF NEW YORK MELLON TRUST

COMPANY, N.A.

on behalf of Westlake Chemical Corporation

  

The Paying Agent will withhold the applicable withholding rate under the United States backup withholding rules of any payment that is made upon purchase of a Note unless the Holder delivers a properly completed IRS Form W-9 or the Holder otherwise establishes an exemption from such backup withholding.

 

* No representation is made as to the correctness of the CUSIP number either as printed on the Notes or as contained in this notice of redemption, and reliance may be placed only on the other identification printed on the Notes.

 

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