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): July 25, 2018
LYONDELLBASELL INDUSTRIES N.V.
(Exact Name of Registrant as Specified in Charter)
| The Netherlands | 001-34726 | 98-0646235 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 1221 McKinney St. Suite 300 Houston, Texas USA 77010 |
4th Floor, One Vine Street London W1J0AH The United Kingdom |
Delftseplein 27E 3013 AA Rotterdam The Netherlands | ||
| (Addresses of principal executive offices) | ||||
| (713) 309-7200 | +44 (0)207 220 2600 | +31 (0)10 275 5500 | ||
(Registrant’s telephone numbers, including area codes)
(Former Name or Former Address, if Changed Since Last Report)
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 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 July 25, 2018, LyondellBasell Industries N.V. issued a press release announcing that it has named James Guilfoyle executive vice president, Advanced Polymer Solutions and Global Supply Chain, reporting to the CEO. The new Advanced Polymer Solutions reporting segment will be created following the Company’s completion of the A. Schulman, Inc. acquisition. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference. This Current Report on Form 8-K and the press release attached hereto are being furnished pursuant to Item 7.01 of Form 8-K.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| 99.1 | Press Release dated July 25, 2018 | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| LYONDELLBASELL INDUSTRIES N.V. | ||||||
| Date: July 25, 2018 | By: | /s/ Jeffrey A Kaplan | ||||
| Jeffrey A. Kaplan | ||||||
| Executive Vice President | ||||||
Exhibit 99.1
LyondellBasell names James Guilfoyle Executive Vice President, Advanced Polymer Solutions and Global Supply Chain
HOUSTON, and LONDON, July 25, 2018 /PRNewswire/ — LyondellBasell (NYSE: LYB), one of the largest plastics, chemicals and refining companies in the world, today announced it has named James (Jim) Guilfoyle executive vice president, Advanced Polymer Solutions and Global Supply Chain. In this capacity, Guilfoyle will continue to report to Chief Executive Officer Bob Patel.
“Jim has been a key player in our company’s success and has provided outstanding leadership for our Intermediates and Derivatives segment,” Patel said. “As our company enters its next phase, with a robust slate of growth opportunities before us, I am confident Jim will provide the same strong leadership as we establish our new Advanced Polymer Solutions platform.”
LyondellBasell’s Advanced Polymer Solutions reporting segment will be created following the company’s completion of the A. Schulman, Inc. acquisition. The new segment will include LyondellBasell’s existing polypropylene compounding business, the assets acquired from A. Schulman, as well as the company’s existing Polybutene-1 and Catalloy businesses. To date, LyondellBasell’s acquisition of A. Schulman has been approved by regulators in the United States, Brazil, Mexico, China, the European Commission, Russia, Serbia and Turkey.
Guilfoyle has spent his career at LyondellBasell and its predecessor companies, starting in 1993 as a chemical engineer in La Porte, Texas before attaining several managerial and technical positions within the company. Most recently, Guilfoyle served as the company’s senior vice president for Global Intermediates and Derivatives and Global Supply Chain.
Guilfoyle earned a bachelor’s degree in chemical engineering from the University of Cincinnati and a master’s degree in the same field from the University of Houston. He holds a Master of Business Administration degree from the University of Houston and attended the executive development program at Northwestern University’s Kellogg School of Management. Guilfoyle serves on the board of directors of the Houston Food Bank.
About LyondellBasell
LyondellBasell (NYSE: LYB) is one of the largest plastics, chemicals and refining companies in the world. Driven by its 13,400 employees around the globe, LyondellBasell produces materials and products that are key to advancing solutions to modern challenges like enhancing food safety through lightweight and flexible packaging, protecting the purity of water supplies through stronger and more versatile pipes, and improving the safety, comfort and fuel efficiency of many of the cars and trucks on the road. LyondellBasell sells products into approximately 100 countries and is the world’s largest licensor of polyolefin technologies. In 2018, LyondellBasell was named to Fortune magazine’s list of the “World’s Most Admired Companies.” More information about LyondellBasell can be found at www.LyondellBasell.com.
Cautionary Note Regarding Forward-looking Statements
This communication includes forward-looking statements relating to the proposed merger between LyondellBasell and A. Schulman, Inc. (“Schulman”), including statements as to the expected completion and effects of the proposed merger. These estimates and statements are subject to risks and uncertainties, and actual results might differ materially. Such estimates and statements include, but are
not limited to, statements about the benefits of the merger, including future financial and operating results, the combined company’s plans, expectations and intentions, and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of the management of LyondellBasell and Schulman and are subject to significant risks and uncertainties outside of our control. Actual results could differ materially based on factors including, but not limited to, the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, the risk that the necessary regulatory approvals may not be obtained, failure to realize the benefits expected from the proposed merger, changes to existing businesses included in the new segment, and the effect of the announcement of the proposed merger on the ability of LyondellBasell and Schulman to retain customers and retain and hire key personnel and maintain relationships with their suppliers, and on their operating results and businesses generally. Discussions of additional risks and uncertainties are contained in LyondellBasell’s and Schulman’s filings with the Securities and Exchange Commission. LyondellBasell is under no obligation and expressly disclaims any obligation to update, alter, or otherwise revise any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future events, or otherwise. Persons reading this communication are cautioned not to place undue reliance on these forward-looking statements which speak only as of the date hereof.