-----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, MDHBMmPNaRk/Vdb4N41p7kexmZsGN+8jRldMaTsfg3j51vIBIBqj+PH5C+rItPcN ELaJeRwHlzhyoCTT0RcZSg== 0000054291-02-000018.txt : 20021219 0000054291-02-000018.hdr.sgml : 20021219 20021219103816 ACCESSION NUMBER: 0000054291-02-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021218 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KAISER ALUMINUM & CHEMICAL CORP CENTRAL INDEX KEY: 0000054291 STANDARD INDUSTRIAL CLASSIFICATION: PRIMARY PRODUCTION OF ALUMINUM [3334] IRS NUMBER: 940928288 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03605 FILM NUMBER: 02862516 BUSINESS ADDRESS: STREET 1: KAISER ALUMINUM & CHEMICAL CORP STREET 2: 5847 SAN FELIPE ST STE 2600 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 7132673777 MAIL ADDRESS: STREET 1: KAISER ALUMINUM & CHEMICAL CORP STREET 2: 5847 SAN FELIPE ST STE 2600 CITY: HOUSTON STATE: TX ZIP: 77057 FORMER COMPANY: FORMER CONFORMED NAME: PERMANENTE METALS CORP DATE OF NAME CHANGE: 19660905 8-K 1 kacc_8k-121802.htm KACC 8-K 12-18-02 KACC 8-K
                                    FORM 8-K
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                           ---------------------------




                CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934



       Date of Report (date of earliest event reported): December 18, 2002


                           KAISER ALUMINUM & CHEMICAL
                                  CORPORATION
             (Exact name of Registrant as Specified in its Charter)



                                    DELAWARE
                 (State or other jurisdiction of incorporation)



                                     1-3605
                            (Commission File Number)



                                   94-0928288
                     (I.R.S. Employer Identification Number)





      5847 SAN FELIPE, SUITE 2500                   77057-3268
            HOUSTON, TEXAS                          (Zip Code)
(Address of Principal Executive Offices)




                                 (713) 267-3777
              (Registrant's telephone number, including area code)




Item 5.    Other Events

      On December 18, 2002, Kaiser Aluminum & Chemical Corporation issued a
press release in the form attached hereto as Exhibit 99.1, which press release
is incorporated herein by reference.

Item 7.    Financial Statements and Exhibits

      (c)  Exhibits

           *Exhibit 99.1:  Press release dated December 18, 2002

- ---------------------------

*  Included with this filing

                                   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 hereunto duly authorized.


                                    KAISER ALUMINUM & CHEMICAL CORPORATION
                                           (Registrant)

                                        /s/ Daniel D. Maddox
                                    By:  Daniel D. Maddox
                                         Vice President and Controller
Dated:  December 19, 2002

                                  EXHIBIT INDEX


Exhibit 99.1:   Press release dated December 18, 2002

EX-99 3 kacc_ex991-121802.htm EXHIBIT 99.1 TO KACC 8-K Exhibit 99.1 to KACC 8-K
For information:  Scott Lamb
Telephone:  (713) 332-4751                                                                        December 18, 2002



            KAISER ALUMINUM FACES ACCELERATED FUNDING REQUIREMENT FOR
                            SALARIED RETIREMENT PLAN



                  HOUSTON, Texas, December 18, 2002 -- Kaiser Aluminum has
determined that recent lump-sum distributions from the Kaiser Salaried Employee
Retirement Plan (KRP) have triggered a special provision under ERISA (Employee
Retirement Income Security Act) that requires the company to make a pension
contribution on January 15, 2003 that is estimated to be $17 million.

                  However, most of this payment would be classified as a
pre-bankruptcy obligation, and the Bankruptcy Code generally does not permit
payment of such obligations without Court approval. Because this amount
represents a small portion of the legacy liabilities that must be addressed in
Kaiser's reorganization, the company does not currently expect to seek such
approval.

                  If the company does not make the payment, it would no longer
be compliant with ERISA's minimum funding requirements and, in turn, would be
prohibited by ERISA from making lump-sum distributions from KRP to employees who
retire after December 31, 2002.

                  In addition, Kaiser is analyzing other possible impacts on the
company if the required payment is not made. Those impacts include possible
technical default under Kaiser's Debtor-in-Possession (DIP) credit facility
which, if not cured or waived, would prevent the company from accessing this
facility. Kaiser is working with its lenders to resolve any technical default
that may arise. As of October 31, 2002, the company's cash and cash equivalents
amounted to $74.1 million, there were no outstanding borrowings under the DIP,
and outstanding letters of credit were approximately $40.7 million.

                  "Our ultimate objectives, of course, are to emerge from
Chapter 11 and remain viable long into the future," said Jack A. Hockema,
President and Chief Executive Officer. "As we continue to work toward these
objectives, we appreciate the ongoing support and understanding of our
employees, customers, and suppliers."

                  Separately, Kaiser has had a preliminary discussion with the
Pension Benefit Guaranty Corporation (PBGC) about the company's pension plans.
The company has no new information to report in respect of that meeting.

                  Kaiser Aluminum Corporation (OTCBB: KLUCQ) is a leading
producer of alumina, primary aluminum, and fabricated aluminum products.

                                      F-940

                  Company press releases may contain statements that constitute
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. The company cautions that any such
forward-looking statements are not guarantees of future results and involve
significant risks and uncertainties, and that actual results may vary materially
from those expressed or implied in the forward-looking statements as a result of
various factors.
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