-----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, WKi2oz9QlWSNhfocWM82E+dH3xh64a4RvAel7pLb7S4cnAjDeFM58YrssQHpduyH NQdUDvd2lvkdU5xevx9DDA== 0001305014-06-000105.txt : 20060330 0001305014-06-000105.hdr.sgml : 20060330 20060330094024 ACCESSION NUMBER: 0001305014-06-000105 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060330 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060330 DATE AS OF CHANGE: 20060330 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASHLAND INC. CENTRAL INDEX KEY: 0001305014 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-CHEMICALS & ALLIED PRODUCTS [5160] IRS NUMBER: 200865835 STATE OF INCORPORATION: KY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32532 FILM NUMBER: 06720818 BUSINESS ADDRESS: STREET 1: 50 EAST RIVERCENTER BLVD., 16TH FLOOR CITY: COVINGTON STATE: KY ZIP: 41012 BUSINESS PHONE: 859-815-3483 MAIL ADDRESS: STREET 1: 50 EAST RIVERCENTER BLVD., 16TH FLOOR CITY: COVINGTON STATE: KY ZIP: 41012 FORMER COMPANY: FORMER CONFORMED NAME: New EXM Inc. DATE OF NAME CHANGE: 20041004 8-K 1 form8k.txt FORM 8-K 03-30-2006 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 30, 2006 ASHLAND INC. (Exact Name of Registrant as Specified in its Charter) Kentucky (State or Other Jurisdiction of Incorporation) 1-32532 20-0865835 (Commission File Number) (I.R.S. Employer Identification No.) 50 E. RiverCenter Boulevard, Covington, Kentucky 41011 (Address of Principal Executive Offices) (Zip Code) P.O. Box 391, Covington, Kentucky 41012-0391 (Mailing Address) (Zip Code) Registrant's telephone number, including area code: (859) 815-3333 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 2230.425) [ ] 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 8.01. Other Events On March 30, 2006, Ashland Inc. announced that it has signed a definitive agreement to purchase the water treatment business of Degussa AG, branded under the Stockhausen name, in a transaction valued at approximately $144 million (120 million euros). Five manufacturing facilities located in Germany, China, Brazil, Russia and the United States are included in the transaction. The closing, which is anticipated to take place in May 2006, is conditional upon a number of standard closing conditions, including regulatory review. The proposed transaction is further described in the attached press release, which is attached hereto as Exhibit 99.1, and incorporated herein by this reference. Item 9.01. Financial Statements and Exhibits (d) Exhibits 99.1 Press release dated March 30, 2006 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. ASHLAND INC. ---------------------------------------------- (Registrant) Date: March 30, 2006 /s/ J. Marvin Quin ---------------------------------------------- Name: J. Marvin Quin Title: Senior Vice President and Chief Financial Officer EXHIBIT INDEX 99.1 Press release dated March 30, 2006 EX-99 2 ex99.txt EXHIBIT 99 EXHIBIT 99.1 {GRAPHIC OMITTED] [GRAPHIC OMITTED] News Release Ashland Logo FOR FURTHER INFORMATION: Media Relations Jim Vitak (614) 790-3715 jevitak@ashland.com FOR IMMEDIATE RELEASE: March 30, 2006 ASHLAND SIGNS AGREEMENT TO ACQUIRE DEGUSSA WATER TREATMENT BUSINESS COVINGTON, Ky. - Ashland Inc. (NYSE: ASH) announced today that it has signed a definitive agreement to purchase the water treatment business of Degussa AG, branded under the Stockhausen name, in a transaction valued at approximately $144 million (120 million euros). Five manufacturing facilities located in Germany, China, Brazil, Russia and the United States are included in the transaction. The Degussa water treatment business posted 2005 sales of nearly $250 million. "This transaction demonstrates Ashland's continuing strategy to build shareholder value by expanding our products, services and geographical reach in market segments where we already compete," said James J. O'Brien, chairman and chief executive officer of Ashland. "Water management is an essential and growing part of the world economy, and the addition of the Degussa water treatment business to Ashland will help us participate in that growth." "This acquisition expands our technology base, product line and service levels -- strengths that already distinguish us and that we continue to build upon," said Len Gelosa, senior vice president, Water Technologies, Ashland Specialty Chemical, a division of Ashland Inc. "It also helps us develop our presence in the important BRIC nations (Brazil, Russia, India and China) where the economic future offers significant potential for growth." The closing, which is anticipated to take place in May 2006, is conditional upon a number of standard closing conditions, including regulatory review. - more - ASHLAND SIGNS AGREEMENT TO ACQUIRE DEGUSSA WATER TREATMENT BUSINESS p.2 Degussa Management Board Chairman Prof. Utz-Hellmuth Felcht said, "Our Water Chemicals business is an ideal strategic complement to Ashland's portfolio. We have passed our business into good hands." Ashland Water Technologies, a business of Ashland Specialty Chemical, is a supplier of specialty products and consulting services to the manufacturing and institutional markets through its Drew Industrial business group and a leading supplier to the global marine industry through its Drew Marine business group. Drew Industrial provides industrial, commercial and institutional water treatments, wastewater treatment, pathogen control, paint and coating additives, pulp and paper processing and mining chemistries. Drew Marine provides boiler and cooling water treatments, fuel treatments, welding, refrigeration and sealing products; and fire fighting, safety and rescue products and services. Ashland Specialty Chemical, a division of Ashland Inc., is a leading, worldwide supplier of specialty chemicals serving industries including adhesives, automotive, composites, metal casting, merchant marine, paint, paper, plastics, watercraft and water treatment. Visit www.ashspec.com to learn more about these operations. Ashland Inc. (NYSE: ASH) is a Fortune 500 chemical and transportation construction company providing products, services and customer solutions throughout the world. To learn more about Ashland, visit www.ashland.com. FORWARD-LOOKING STATEMENTS This news release contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, with respect to Ashland's operating performance. These estimates are based upon a number of assumptions, including those mentioned within this news release. Such estimates are also based upon internal forecasts and analyses of current and future market conditions and trends, management plans and strategies, weather, operating efficiencies and economic conditions, such as prices, supply and demand, cost of raw materials, and legal proceedings and claims (including environmental and asbestos matters). Although Ashland believes its expectations are based on reasonable assumptions, it cannot assure the expectations reflected herein will be achieved. This forward-looking information may prove to be inaccurate and actual results may differ significantly from those anticipated if one or more of the underlying assumptions or expectations proves to be inaccurate or is unrealized or if other unexpected conditions or events occur. Other factors and risks affecting Ashland are contained in Ashland's Form 10-K for the fiscal year ended Sept. 30, 2005. Ashland undertakes no obligation to subsequently update or revise the forward-looking statements made in this news release to reflect events or circumstances after the date of this release. - 0 - -----END PRIVACY-ENHANCED MESSAGE-----