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): September 25, 2018

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐

Item 7.01. Regulation FD Disclosure.

On September 25, 2018, Westlake Chemical Corporation issued a press release announcing that it has made an exclusive, binding offer to acquire NAKAN™, a global compounding solutions business, through the acquisition of all of the outstanding shares of Ivy Group Holding SAS. A copy of the press release is furnished with this Current Report as Exhibit 99.1.

The information furnished pursuant to this Current Report, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference into any filing by Westlake Chemical Corporation under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified as being incorporated therein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is furnished herewith:

99.1 Press release issued on September 25, 2018.

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
Date:  September 25, 2018	By:	/S/ L. BENJAMIN EDERINGTON
		L. Benjamin Ederington Senior Vice President, General Counsel, Chief Administrative Officer and Corporate Secretary

EX-99.1

EXHIBIT 99.1

WESTLAKE CHEMICAL ANNOUNCES OFFER TO ACQUIRE NAKAN PVC

COMPOUNDING SOLUTIONS BUSINESS

HOUSTON, September 25, 2018 — Westlake Chemical Corporation (NYSE: WLK) announced today that it has issued an exclusive, binding offer to acquire NAKAN, a global compounding solutions business, from Los Angeles-based private equity firm, OpenGate Capital.

NAKAN, headquartered in Reims, France, has eight production facilities, located in China, France, Germany, Italy, Japan, Mexico, Spain and Vietnam, as well as a world-class research facility in France and application laboratory in the United States. NAKAN’s products are used in a wide-variety of applications, including in the automotive, building and construction, and medical industries. NAKAN generated approximately $300 million of revenue in the most recent twelve-month period.

Under the terms of the offer, which is subject to exclusivity protection, Westlake will pay approximately $265 million in cash, subject to adjustment. The binding offer was made in order to permit NAKAN to proceed with its consultation obligations with French works councils prior to entering into a negotiated, mutually binding purchase agreement.

“The combination of NAKAN with Westlake’s existing compounding business will present an excellent strategic fit. It will allow us to expand our compounding business globally and add important specialty products and technology to our existing portfolio,” said Albert Chao, Westlake’s President and Chief Executive Officer. “NAKAN is an impressive business with an outstanding reputation for meeting customer needs with superior technology, product quality, and operating excellence. We look forward to working with their talented team once they join the Westlake family of companies.”

The transaction is expected to close by early 2019, subject to receipt of regulatory approvals, completion of required employee consultation procedures and other customary closing conditions.

About Westlake

Westlake Chemical Corporation is an international manufacturer and supplier of petrochemicals, polymers and building products with headquarters in Houston. The company’s range of products includes: ethylene, polyethylene, styrene, propylene, chlor-alkali and derivative products, PVC suspension and specialty resins, PVC compounds, and PVC building products including siding, pipe, fittings and specialty components, windows, fence, deck and film. For more information, visit the company’s website at www.westlake.com.

Cautionary Statement Regarding Forward-Looking Statements

Except for the historical information contained herein, the matters discussed in this press release are forward-looking statements that involve certain risks and uncertainties. These risks and uncertainties relate to, among other things, the risks and uncertainties inherent in the petrochemicals, polymers and building products industries discussed in our filings with the Securities and Exchange Commission, as well as the risks and uncertainties inherent in the binding offer and transaction involving NAKAN. Forward-looking statements, like all statements in this press release, speak only as of the date of this press release (unless another date is indicated). We do not undertake any obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise.

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Contacts

Media Inquiries: Benjamin Ederington, 713-960-9111

Investor Inquiries: Steve Bender, 713-960-9111