-----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, CO/45R/JE6eKFSnjiu/FLcTUQJwtSFUEP+TSFECcCeGs/Z9e22WUud2wLo3YK5Oo bThqW+37WEr+6qVTiycxiQ== 0001104659-04-029322.txt : 20041001 0001104659-04-029322.hdr.sgml : 20041001 20041001131355 ACCESSION NUMBER: 0001104659-04-029322 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040930 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041001 DATE AS OF CHANGE: 20041001 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GREAT LAKES CHEMICAL CORP CENTRAL INDEX KEY: 0000043362 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS CHEMICAL PRODUCTS [2890] IRS NUMBER: 951765035 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06450 FILM NUMBER: 041057578 BUSINESS ADDRESS: STREET 1: 9025 NORTH RIVER RD. STREET 2: SUITE 400 CITY: INDIANAPOLIS STATE: IN ZIP: 46221 BUSINESS PHONE: 3177153000 MAIL ADDRESS: STREET 1: 9025 NORTH RIVER RD. STREET 2: SUITE 400 CITY: INDIANAPOLIS STATE: IN ZIP: 46240 FORMER COMPANY: FORMER CONFORMED NAME: GREAT LAKES OIL & CHEMICAL CO DATE OF NAME CHANGE: 19700925 FORMER COMPANY: FORMER CONFORMED NAME: MCCLANAHAN OIL CO DATE OF NAME CHANGE: 19700925 8-K 1 a04-11133_18k.htm 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Act of 1934

 

Date of Report: October 1, 2004

Date of Earliest Event Reported: September 30, 2004

 

Commission file number 1-6450

 

GREAT LAKES CHEMICAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

DELAWARE

 

95-1765035

(State or other jurisdiction of
incorporation or organization)

 

(IRS Employer
Identification No.)

 

9025 NORTH RIVER ROAD, SUITE 400

INDIANAPOLIS, INDIANA  46240

(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number, including area code 317-715-3000

 

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:

 

o  Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)

 

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 


 

Item 1.01                                             Entry into a Material Definitive Agreement

 

On September 30, 2004, Great Lakes Chemical Corporation entered into an agreement to sell the Company’s toxicological services business, WIL Research Laboratories, to Behrman Capital, a private equity investment firm, for $105 million in proceeds.  Estimated after-tax proceeds, which include the benefits of income tax loss and other credit carryforwards, will approximate $100 million.

 

WIL Research Laboratories has previously been reported in Great Lakes’ Performance Chemicals segment.

 

A copy of the press release announcing the sales agreement has been included as Exhibit 99(i) under Item 9.01.

 

Item 9.01                                             Financial Statements and Exhibits

 

(c) Exhibits

 

Exhibit

 

Description

99(i)

 

Press release dated September 30, 2004

 

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.

 

Date:

October 1, 2004

 

By:

/s/

William L. Sherwood

 

 

 

 

 

 

William L. Sherwood

 

 

 

 

 

Vice President and

 

 

 

 

 

Corporate Controller

 

2

 EX-99.(I) 2 a04-11133_1ex99di.htm EX-99.(I)

Exhibit 99(i)

 

news release

 

Great Lakes Chemical Corporation

 

 

9025 North River Road, Suite 400

 

 

Indianapolis, IN 46240 USA

 

 

 

 

 

Telephone: (1) 317 715 3000

 

 

Facsimile: (1) 317 715 3060

 

 

www.greatlakes.com

 

 

 

 

 

 

FOR IMMEDIATE RELEASE

(Issued September 30, 2004)

 

GREAT LAKES CHEMICAL SELLS
WIL RESEARCH LABORATORIES TO BEHRMAN CAPITAL

 

INDIANAPOLIS, INDIANA—Great Lakes Chemical Corporation (NYSE:GLK), a leading producer of specialty chemicals and consumer products, and Behrman Capital, a private equity investment firm based in New York and San Francisco, today announced the sale of Great Lakes’ toxicological services business, WIL Research Laboratories (“WIL”), to Behrman for $105 million in proceeds.

 

“Divesting WIL Research Laboratories supports the company’s strategy to focus on our core industrial and consumer businesses,” said Great Lakes Chairman and CEO Mark Bulriss. “WIL is a tremendous asset with a highly-skilled team, and this move positions WIL more favorably for growth in the life sciences arena.”

 

“We are very pleased to acquire WIL Research Laboratories and pleased to begin our work with WIL’s management and employees to bring the company to the next stage in its growth,” said Grant G. Behrman, Managing Partner of Behrman Capital.  “WIL is a clear leader in outsourced safety and toxicological assessment research and services, a space that Behrman Capital knows well from our prior investments in this sector.  We seek to build on the strong foundation that WIL and Great Lakes have established, and look forward to realizing expansion through continued investment in technology and the key products and services that WIL’s clients demand.”

 

The estimated after tax proceeds, which include the benefits of income tax loss and other credit carryforwards, will approximate $100 million. With this sale, Great Lakes’ management will evaluate the company’s reporting structure. A realignment of Great Lakes’ reportable segments will be announced shortly.

 

WIL Research Laboratories, which was reported in Great Lakes’ Performance Chemicals segment, provides nonclinical toxicological testing and bioanalytical contract services that provide product safety and toxicological assessment services to the pharmaceutical, chemical, and biotechnology industries.  WIL currently provides nine different types of study capabilities, including general toxicology, developmental & reproductive toxicology, safety pharmacology, and juvenile toxicology.

 

WIL Research Laboratories was purchased by Great Lakes in 1978. Currently there are 390 employees based at the company’s Ashland, Ohio, facility and no changes are anticipated in employment levels as a result of the transaction.

 

# # #

 

 

Behrman Capital manages approximately $2 billion of private equity capital and focuses on a variety of industries.  Founded in 1991, the firm invests in management buyouts, leveraged buildups and recapitalizations of established growth companies and provides expansion capital to emerging growth companies.  Healthcare services is one of Behrman’s core focus areas, and the firm has multiple holdings in a number of segments within the healthcare arena, including investments in Esoterix and Athena Diagnostics - - companies that provide esoteric lab-testing services to specialty physicians and clinical trials support services to pharmaceutical and biotechnology clients.

 

Great Lakes Chemical Corporation is the world’s leading producer of certain specialty chemicals for such applications as water treatment, household cleaners, flame retardants, polymer stabilizers, fire suppressants, and performance chemicals. The stock of the company is traded on the New York Stock Exchange.

 

Analyst contact:
Jeff Potrzebowski +1 317 715 3027 / investorinfo@glcc.com

 

Media contacts:
Wendy Chance +1 317 715 3027 / wchance@glcc.com
David Lilly / Michael Freitag +1 212 421 4800 for Behrman Capital

 

2

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