-----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, JkvGL1rBF+3yemaK9EPH8vLDB/A3p46GFrWumxvdki47NeIuWc+7Cr5bcVMHimg4 L97liC9pogMQQXjx1bSrGw== 0000950129-02-002585.txt : 20020515 0000950129-02-002585.hdr.sgml : 20020515 20020515160436 ACCESSION NUMBER: 0000950129-02-002585 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020514 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STERLING CHEMICALS HOLDINGS INC /TX/ CENTRAL INDEX KEY: 0000795662 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: 001-10059 FILM NUMBER: 02652306 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 DATE OF NAME CHANGE: 19920703 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 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: 02652308 BUSINESS ADDRESS: STREET 1: 1200 SMITH STREET STREET 2: SUITE 1900 CITY: HOUSTON STATE: TX ZIP: 77002-4312 BUSINESS PHONE: 7136503700 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 h97068e8-k.txt STERLING CHEMICALS HOLDINGS INC - MAY 14, 2002 ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------------- FORM 8-K CURRENT REPORT FILED PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 14, 2002 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 INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
1200 SMITH STREET, SUITE 1900 HOUSTON, TEXAS 77002-4312 (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 INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
1200 SMITH STREET, SUITE 1900 HOUSTON, TEXAS 77002-4312 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE) (713) 650-3700 (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE) ================================================================================ ITEM 5. OTHER EVENTS On May 14, 2002, Sterling Chemicals Holdings, Inc. and Sterling Chemicals, Inc. issued a press release announcing the filing of their proposed plan of reorganization with the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division. A copy of this press release is attached as Exhibit 99.1 to this Form 8-K. ITEM 7. EXHIBITS Exhibit 99.1 -- Press Release dated May 14, 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each of the Registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. STERLING CHEMICALS HOLDINGS, INC. Date: May 15 , 2002 By: /s/ David G. Elkins ----------------------------------- David G. Elkins, President STERLING CHEMICALS INC. Date: May 15 , 2002 By: /s/ David G. Elkins ----------------------------------- David G. Elkins, President EXHIBIT INDEX Exhibit 99.1 -- Press Release dated May 14, 2002.
EX-99.1 3 h97068ex99-1.txt PRESS RELEASE - ANNOUNCING PLAN OF REORGANIZATION EXHIBIT 99.1 FOR IMMEDIATE RELEASE May 14, 2002 Contact: Mark Kahil (713) 654-9506 ================================================================================ STERLING CHEMICALS FILES PLAN OF REORGANIZATION HOUSTON, TEXAS, MAY 14, 2002 - STERLING CHEMICALS HOLDINGS, INC. (STXX), Sterling Chemicals, Inc. and certain of their direct and indirect U.S. subsidiaries (collectively, the "Company" or "Sterling") today filed their proposed plan of reorganization and related disclosure statement with the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division. Sterling Chemicals Holdings, Inc. and most of its U.S. subsidiaries filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code on July 16, 2001. "The filing of our reorganization plan is an important milestone in Sterling's financial restructuring" said David G. Elkins, Sterling's President and Co-Chief Executive Officer. "The plan is based on an overall structure that was developed through extensive discussions with our major creditor groups. Looking forward, we hope to successfully conclude the negotiations with our creditors so that the plan, with appropriate modifications, can be confirmed and consummated during the third calendar quarter. The plan will achieve one of our primary goals, which is to emerge from Chapter 11 with a much-improved and viable capital structure." The plan of reorganization, as filed, is premised upon an asset separation structure, with Sterling's pulp chemicals business being separated from the Company's core petrochemicals business. Equity ownership of the pulp chemicals business will be transferred to the holders of the Company's 12?% Senior Secured Notes, while equity ownership of the petrochemicals business will be shared, in percentages to be determined, by one or more new equity investors and the holders of unsecured claims. Under the plan, the interests of the Company's current stockholders would be eliminated. The plan calls for the infusion of up to $80 million by the new equity investors, $50 million of which will be invested at the time the Company emerges from Chapter 11. The disclosure statement is subject to the approval of the Bankruptcy Court before being mailed to creditors for solicitation of their approval of the plan. As bankruptcy law does not permit solicitation of an acceptance or rejection of a plan of reorganization until a disclosure statement relating to the plan is approved by the Bankruptcy Court, this announcement is not intended to be, nor should it be construed as, a solicitation for a vote on the plan. Sterling will emerge from Chapter 11 if and when the plan receives the requisite creditor approvals and is confirmed by the Bankruptcy Court. The plan is subject to supplementation, modification and amendment prior to confirmation. The entities included in the Chapter 11 bankruptcy proceeding own and operate the Company's manufacturing facilities in Texas City, Texas; Pace, Florida; and Valdosta, Georgia. The Company's foreign subsidiaries, including those in Canada, Australia and Barbados, are not included in the bankruptcy cases. Based in Houston, Texas, Sterling Chemicals Holdings, Inc. is a holding company that, through its operating subsidiaries, manufactures petrochemicals, acrylic fibers and pulp chemicals, and provides large-scale chlorine dioxide generators to the pulp and paper industry. Sterling has a petrochemicals plant in Texas City, Texas; an acrylic fibers plant in Santa Rosa County, Florida; and pulp chemical plants in Grande Prairie, Alberta; Saskatoon, Saskatchewan; Thunder Bay, Ontario; Vancouver, British Columbia; Buckingham, Quebec and Valdosta, Georgia. # # # The information in this news release relating to matters that are not historical facts constitutes forward-looking information covered by the safe harbor created by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The forward-looking information is based upon current information and expectations regarding Sterling and its subsidiaries. The estimates, forecasts and statements contained in or implied by the forward-looking information speak only as of the date on which they are made, are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to evaluate and predict. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecasted by or in the forward-looking information. Important factors that could cause actual results to differ materially from what is expressed, implied or forecasted by or in the forward-looking information include the timing and extent of changes in commodity prices and global economic conditions, industry production capacity and operating rates, the supply-demand balance for Sterling's products, competitive products and pricing pressures, increases in raw materials costs, the ability to obtain raw materials and energy resources from third parties at reasonable prices and on acceptable terms, federal and state regulatory developments, Sterling's high financial leverage, the availability of skilled personnel and operating hazards attendant to the industry, as well as other risk factors discussed in Sterling's filing with the Securities and Exchange Commission, including Sterling's annual Report of Form 10-K and Quarterly Reports on Form 10-Q. Sterling assumes no obligation to update the information contained in this press release.
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