-----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, ConODaWolZK2p7GEtOvVqdKfOSM4LfIY5xTFeZzvFMe+ddTG/GNU0kt5hcMwUMJx WihchjpeZ4rGY7AQTbDFUw== 0000910484-97-000036.txt : 19970326 0000910484-97-000036.hdr.sgml : 19970326 ACCESSION NUMBER: 0000910484-97-000036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970324 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970325 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: STERLING CHEMICALS HOLDINGS INC /TX/ CENTRAL INDEX KEY: 0000795662 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 760185186 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10059 FILM NUMBER: 97562873 BUSINESS ADDRESS: STREET 1: 1200 SMITH ST, SUITE 1900 CITY: HOUSTON STATE: TX ZIP: 77002-4312 BUSINESS PHONE: 7136503700 MAIL ADDRESS: STREET 1: 1200 SMITH ST SUITE 1900 CITY: HOUSTON STATE: TX ZIP: 77002-4312 FORMER COMPANY: FORMER CONFORMED NAME: STERLING CHEMICALS INC /TX/ DATE OF NAME CHANGE: 19961218 FORMER COMPANY: FORMER CONFORMED NAME: STERLING CHEMICALS HOLDINGS INC DATE OF NAME CHANGE: 19960828 FORMER COMPANY: FORMER CONFORMED NAME: STERLING CHEMICALS INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STERLING CHEMICAL INC CENTRAL INDEX KEY: 0001014669 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 760502785 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-04343-01 FILM NUMBER: 97562874 BUSINESS ADDRESS: STREET 1: C/O STERLING GROUP INC STREET 2: EIGHT GREENWAY PLAZA, SUITE 702 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 7138778257 MAIL ADDRESS: STREET 1: C/O STERLING GROUP INC STREET 2: EIGHT GREENWAY PLAZA, SUITE 702 CITY: HOUSTON STATE: TX ZIP: 77046 FORMER COMPANY: FORMER CONFORMED NAME: STX CHEMICALS CORP DATE OF NAME CHANGE: 19960516 8-K 1 STERLING FORM 8-K ================================================================================ 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): March 24, 1997 STERLING CHEMICALS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 1-00059 76-0185186 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.) incorporation or organization)
1200 Smith Street, Suite 1900 Houston, Texas 77002-4312 (713) 650-3700 (Address of principal executive offices and zip code) (713) 650-3700 (Registrant's telephone number, including area code) STERLING CHEMICALS, INC. (Exact name of registrant as specified in its charter) Delaware 333-04343-01 76-0502785 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.) incorporation or organization)
1200 Smith Street, Suite 1900 Houston, Texas 77002-4312 (713) 650-3700 (Address of principal executive offices and zip code) (713) 650-3700 (Registrant's telephone number, including area code) ------------------------------------ ================================================================================ Item 5. Other Events (a) The press release issued on March 25, 1997, by Sterling Chemicals Holdings, Inc. ("Holdings" and, together with its wholly owned subsidiary Sterling Chemicals, Inc. ("Sterling"), the "Company") is filed as Exhibit 99.1 to this Current Report on Form 8-K, and the contents of such Exhibit are incorporated herein by reference. (b) The Company has previously disclosed that a significant element of its business strategy is to pursue strategic acquisitions. Based on the Company's results of operations for the four quarters ended December 31, 1996, the restrictions contained in the Company's existing indentures currently operate to prevent the Company from incurring any additional debt other than debt incurred under the revolving portion of Sterling's credit agreements or pursuant to certain limited "baskets" and other exceptions. In addition, Sterling's credit agreements further limit the Company's ability to incur additional debt to finance acquisitions. Accordingly, the Company's ability to pursue its acquisition strategy in the near term may be limited. Under certain circumstances the Company may, however, consummate additional acquisitions (i) if the pro forma effect of such an acquisition has a sufficient positive impact on certain financial ratios under the Company's existing indentures, or (ii) through the incurrence of debt in Unrestricted Subsidiaries (as defined in the existing indentures). Item 7. Exhibits Exhibit 99.1 -- Press Release dated March 25, 1997. -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 hereunto duly authorized. STERLING CHEMICALS HOLDINGS, INC. STERLING CHEMICALS, INC. (Registrants) Date: March 25, 1997 By:/s/ F. Maxwell Evans ------------------------------------ F. Maxwell Evans Vice President, General Counsel and Secretary EX-99.1 2 STERLING PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE For Additional Information: Joe Baj (713) 654-9506 STERLING CHEMICALS ANNOUNCES PRIVATE OFFERING Houston, Texas (March 25, 1997) . . . . Sterling Chemicals Holdings, Inc. (OTC:STXX) announced today that its wholly owned subsidiary, Sterling Chemicals, Inc. ("Sterling"), has commenced a private offering of $150 million of Senior Subordinated Notes Due 2007 (the "Notes"). The Notes will be unsecured senior subordinated obligations of Sterling, ranking subordinate in right of payment to all existing and future senior debt of Sterling (including borrowings under Sterling's credit agreements), pari passu with all existing and future senior subordinated indebtedness of Sterling (including its 11 3/4% Senior Subordinated Notes Due 2006) and senior in right of payment to all existing and future subordinated indebtedness of Sterling. The private offering of the Notes has not been registered under the Securities Act of 1933 (the "Securities Act") and will be made in reliance on exemptions from the registration requirements of the Securities Act. The Notes may not be offered or sold by the purchasers thereof without registration under the Securities Act or an applicable exemption from registration. The net proceeds from the offering of the Notes will be used to prepay amounts outstanding under Sterling's term loan facilities with certain senior lenders. In connection with such prepayment, Sterling is negotiating certain amendments to its credit agreements. Sterling expects to execute definitive agreements related to the proposed amendments shortly. Effectiveness of the proposed amendments and consummation of the offering of the Notes are conditioned upon each other. The proposed amendments would, among other things, amend certain of the financial covenants (including the "Leverage Ratio" covenant discussed below) to make them somewhat less restrictive, and include a new "Senior Debt Leverage Ratio" covenant. In addition, the commitment under the revolving portion of the credit agreements would be increased by up to $25 million to a maximum of $125 million, and the procedure for voluntary prepayments would be amended to allow the proceeds of the offering of the Notes to be applied toward the term loans in a manner that would significantly reduce required principal payments, particularly over the next three years. The amendments would be effective as of March 31, 1997. One of the credit agreement financial covenants being amended is the Leverage Ratio requirement. Sterling believes that it may not be in compliance with the current Leverage Ratio covenant as of March 31, 1997. Accordingly, Sterling has requested a waiver of any such noncompliance until the Leverage Ratio covenant has been amended. The requisite lenders have indicated that such waiver will be approved. Based in Houston, Texas, Sterling Chemicals Holdings, Inc. is a holding company that, through its operating subsidiaries, manufactures petrochemicals, pulp chemicals and acrylic fibers and provides large-scale chlorine dioxide generators to the pulp and paper industry. The Company's petrochemical plant is located in Texas City, Texas. The Company's pulp chemicals plants are located in four Canadian locations and one U.S. location. The Company's acrylic fibers plant is located near Pensacola, Florida. Certain statements in this news release, including statements regarding the terms of the Notes and the amendment of and waiver under Sterling's credit agreements, may be regarded as "forward-looking statements" within the meaning of the Securities Litigation Reform Act. Such statements are subject to various uncertainties and risks, including the Company's high financial leverage, the cyclical nature of the markets for the Company's products, and the volatility of prices for the Company's products and raw materials, as well as other risks discussed in detail in the Company's SEC filings, including the Annual Report on Form 10-K for the year ended September 30, 1996. Actual outcomes may vary materially. ### -----END PRIVACY-ENHANCED MESSAGE-----