-----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, BB96GWZfGNm+CwIBH7o6ryTjDyEgtqmtF7yAXyAPSWfZewLxrkfw4Y3ZHyvvMGtB 2W1mFV1M/trxJZknf1ODjw== 0000898430-98-002339.txt : 19980619 0000898430-98-002339.hdr.sgml : 19980619 ACCESSION NUMBER: 0000898430-98-002339 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980618 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980618 SROS: NYSE SROS: PCX FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATLANTIC RICHFIELD CO /DE CENTRAL INDEX KEY: 0000775483 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 230371610 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-01196 FILM NUMBER: 98650320 BUSINESS ADDRESS: STREET 1: 515 S FLOWER ST CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2134863511 8-K 1 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 and Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 1998 ------------- ATLANTIC RICHFIELD COMPANY - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware - -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 1-1196 23-0371610 - -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 515 South Flower Street, Los Angeles, California 90071 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (213) 486-3511 ------------------ Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events ------------ In response to a story in the The Wall Street Journal this ----------------------- morning, ARCO confirmed that it is in negotiations for the sale of its entire interest in ARCO Chemical Company. ARCO subsequently put out a second press release announcing that it will tender its 80 million shares of ARCO Chemical stock to Lyondell Petrochemical Company pursuant to an agreement between Lyondell and ARCO Chemical. Item 7. Financial Statements and Exhibits --------------------------------- 99.1 Press Release dated June 18, 1998. 99.2 Press Release dated June 18, 1998. SIGNATURE 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. ATLANTIC RICHFIELD COMPANY /s/ ALLAN L. COMSTOCK ------------------------------------ Allan L. Comstock Vice President and Controller Dated: June 18, 1998 EX-99.1 2 PRESS RELEASE DATED JUNE 18, 1998 EXHIBIT 99.1 FOR IMMEDIATE RELEASE June 18, 1998 ARCO CONFIRMS NEGOTIATIONS FOR SALE OF ITS ENTIRE INTEREST IN CHEMICAL UNIT - ------------------------------------------------------------------------------ LOS ANGELES - ARCO (NYSE: ARC) said today in response to a story appearing in THE WALL STREET JOURNAL that it is in negotiations for the sale of its 80 million shares of ARCO Chemical Company (NYSE: RCM) stock to Lyondell Petrochemical Company (NYSE: LPC). Lyondell has proposed making a cash tender offer to all shareholders of ARCO Chemical. The ARCO Chemical Board is meeting today to consider the transaction. # # # For information, contact (media) Tom Goff (213) 486-2456 or (investors) Dennis Schiffel (213) 486-1511. For a menu of ARCO's news releases or to retrieve a specific release, visit our site at http://www.arco.com/ on the Web. -------------------- EX-99.2 3 PRESS RELEASE DATED JUNE 18, 1998 EXHIBIT 99.2 FOR IMMEDIATE RELEASE June 18, 1998 ARCO TO SELL INTERESTS IN - ------------------------- CHEMICAL UNIT FOR $4.6 BILLION - ------------------------------ LOS ANGELES - ARCO (NYSE: ARC) announced today that it will tender its 80 million shares of ARCO Chemical Company (NYSE: RCM) stock to Lyondell Petrochemical Company (NYSE: LYO) for $57.75 per share. The transaction is pursuant to Lyondell's agreement to commence a tender offer for all outstanding shares of ARCO Chemical at the same price. Earlier today, Lyondell and ARCO Chemical announced the signing of a definitive agreement under which Lyondell will acquire all of ARCO Chemical's outstanding shares. "The sale of our remaining interest in ARCO Chemical is economically more attractive than the sell down from 82 to 50 percent announced previously," said Mike Bowlin, ARCO Chairman and Chief Executive Officer. "The sale is consistent with our strategy of focusing resources and effort on growing our exploration, production, refining and marketing businesses." The sale of ARCO Chemical will provide ARCO with after-tax cash proceeds of about $3 billion and result in an after-tax gain of approximately $1.3 billion. The proceeds from the sale will be used to reduce debt incurred from the company's purchase of Union Texas Petroleum, strengthen its balance sheet, and provide the financial flexibility necessary to invest further in the company's core businesses. ARCO is a global integrated oil and gas company with major operations in the United States, Latin America, Asia, Europe and the Middle East. In May 1998, ARCO -2- announced it would acquire Union Texas Petroleum through a tender offer. That tender was completed on June 15. # # # For information, contact (media) Tom Goff (213)486-2456 or (investors) Dennis Schiffel (213)486-1511. For a menu of ARCO's news releases or to retrieve a specific release, visit our site at http://www.arco.com/ on the Web. ------------------- -----END PRIVACY-ENHANCED MESSAGE-----