8-K 1 y63427e8vk.txt FORM 8-K 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) August 21, 2002 VISKASE COMPANIES, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-5485 95-2677354 ------------------------------- -------- ---------- (State or other jurisdiction of (Commission (I.R.S. incorporation or organization) File No.) Employer Identification No.) 625 Willowbrook Centre Parkway, Willowbrook, Illinois 60527 ------------------------------------------------------- --------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (630) 789-4900 -------------- Page 1 Item 5. - Other Events Pursuant to a Restructuring Agreement, dated as of July 15, 2002, by and among Viskase Companies, Inc. (the Company), High River Limited Partnership, Debt Strategies Fund, Inc. and Northeast Investor Trust, the Company commenced an exchange offer to acquire all of the issued and outstanding 10-1/4% Senior Notes due 2001 of the Company (Senior Notes) and a solicitation of acceptances of a prepackaged plan of reorganization. Attached hereto as Exhibits 99-1, 99-2 and 99-3 are the Restructuring Agreement, Offer to Exchange and Disclosure Statement, respectively, mailed to holders of Senior Notes in connection with the proposed exchange offer and prepackaged plan of reorganization. Item 7. - Financial Statements and Exhibits (c) Exhibits EX-99-1 Restructuring Agreement dated as of July 15, 2002. EX-99-2 Offer to Exchange, dated August 20, 2002 EX-99-3 Disclosure Statement, dated August 20, 2002 EX-99-4 Chief Executive Officer's Certification of Financial Statements EX-99-5 Chief Financial Officer's Certification of Financial Statements 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 thereunto duly authorized. VISKASE COMPANIES, INC. ----------------------- Registrant By: /s/ Gordon S. Donovan --------------------- Gordon S. Donovan Vice President, Chief Financial Officer and Treasurer August 21, 2002 Exhibit No. Description of Exhibits ----------- ------------------------------------------------- EX-99-1 Restructuring Agreement dated as of July 15, 2002 EX-99-2 Offer to Exchange, dated August 20, 2002 EX-99-3 Disclosure Statement, dated August 20, 2002 EX-99-4 Chief Executive Officer's Certification of Financial Statements EX-99-5 Chief Financial Officer's Certification of Financial Statements Page 3