0001104659-13-069405.txt : 20130912 0001104659-13-069405.hdr.sgml : 20130912 20130912103057 ACCESSION NUMBER: 0001104659-13-069405 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130911 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130912 DATE AS OF CHANGE: 20130912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AXIALL CORP/DE/ CENTRAL INDEX KEY: 0000805264 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] IRS NUMBER: 581563799 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09753 FILM NUMBER: 131092940 BUSINESS ADDRESS: STREET 1: 115 PERIMETER CENTER PLACE STREET 2: STE. 460 CITY: ATLANTA STATE: GA ZIP: 30346 BUSINESS PHONE: 7703954500 MAIL ADDRESS: STREET 1: 115 PERIMETER CENTER PLACE STREET 2: STE. 460 CITY: ATLANTA STATE: GA ZIP: 30346 FORMER COMPANY: FORMER CONFORMED NAME: AXIALL Corp /DE/ DATE OF NAME CHANGE: 20130128 FORMER COMPANY: FORMER CONFORMED NAME: GEORGIA GULF CORP /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 a13-20626_18k.htm 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):  September 12, 2013 (September 11, 2013)

 

AXIALL CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-09753

 

58-1563799

(State or other jurisdiction of

 incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

115 Perimeter Center Place, Suite 460, Atlanta, GA

 

30346

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (770) 395 - 4500

 

 

(Former name or former address, if changed since last report.)

 

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 (17 CFR 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 8.01              Other Events.

 

On September 11, 2013, Axiall Corporation (the “Company”) issued a press release announcing that its Board of Directors (the “Board”) has declared a cash dividend of $0.16 per common share, payable on October 10, 2013 to shareholders of record as of September 27, 2013.   A copy of the press release is furnished as Exhibit 99.1 hereto, and is hereby incorporated herein by reference.

 

Item 9.01              Financial Statements and Exhibits.

 

(d)           Exhibits

 

Number

 

Exhibit

 

 

 

99.1

 

Press Release, dated September 11, 2013.

 

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.

 

 

AXIALL CORPORATION

 

 

 

 

 

By:

/s/ Timothy Mann, Jr.

 

Name: Timothy Mann, Jr.

 

Title: Executive Vice President, General Counsel and Secretary

 

 

Date:  September 12, 2013

 

 

3


EX-99.1 2 a13-20626_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Axiall Board of Directors Announces Quarterly Dividend

 

ATLANTA — September 11, 2013 — The Board of Directors of Axiall Corporation (NYSE: AXLL) today declared a dividend of 16 cents per share, payable October 10, 2013, to shareholders of record on September 27, 2013.

 

“The ability to reward our shareholders with an increased cash dividend demonstrates the success we have had in transforming the company and is an expression of our confidence in the future of Axiall,” said Mark Noetzel, chairman of the board.

 

“We are proud of our accomplishments during Axiall’s first 200 days — specifically our ability to integrate the combined company and capture substantial synergies from the merger,” said Paul Carrico, president and chief executive officer.   “Long-term, we expect our integrated chemicals and building products business to continue to benefit from low-cost natural gas in North America and growing global demand for our broadened product portfolio.”

 

About Axiall

 

Axiall Corporation is a leading integrated chemicals and building products company. It is an international manufacturer of chlor-alkali and derivatives, chlorovinyls and aromatics products including chlorine, caustic soda, vinyl chloride monomer, chlorinated solvents, calcium hypochlorite, ethylene dichloride, muriatic acid, phosgene derivatives, polyvinyl chloride, vinyl compounds, acetone, cumene and phenol. It also manufactures vinyl-based building and home improvement products that are marketed under Royal Building Products, Celect™, Zuri™, Kor Flo™, Overture, S4S and Exterior Portfolio brands, including window and door profiles, mouldings, siding, pipe and pipe fittings, and decking. Axiall, headquartered in Atlanta, Georgia, has manufacturing facilities located throughout North America and in Asia to provide industry-leading materials and services to customers.  For more information, visit www.axiall.com.

 

Cautionary Statements About Forward-Looking Information

 

This press release contains certain statements relating to future events and our intentions, beliefs, expectations, and predictions for the future. Any such statements other than statements of historical fact are forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934.  Words or phrases such as “anticipate,” “believe,” “plan,” “estimate,” “project,” “may,” “will,” “intend,” “target,” “expect,” “would” or “could” (including the negative variations thereof) or similar terminology used in connection with any discussion of future plans, actions or events generally identify forward-looking statements.  These statements relate to, among other things, our outlook for future periods, global demand for our products, expected benefits of the merger with the PPG chemicals business, integration plans, the expected cost advantage of natural gas in North America and the expected duration of any such cost advantage and other statements of expectations concerning matters that are not historical facts. These statements are based on the current expectations of our management. There are a number of risks and uncertainties that could cause our actual results to differ materially from the forward-looking statements included in this press release.  These risks and uncertainties include, among other things:  (i) a material adverse change, event or occurrence affecting Axiall or the newly acquired chemicals business; (ii) the ability of Axiall to successfully integrate the businesses of the chemicals business formerly owned by PPG

 



 

with which Axiall has merged, which may result in the combined company not operating as effectively and efficiently as expected; (iii) the possibility that the merger and related transactions may involve other unexpected costs, liabilities or delays; and (iv) uncertainties regarding future prices, industry capacity levels and demand for Axiall’s products, raw materials and energy costs and availability, feedstock availability and prices, changes in governmental and environmental regulations, the adoption of new laws or regulations that may make it more difficult or expensive to operate Axiall’s businesses or manufacture its products, Axiall’s ability to generate sufficient cash flows from its business after the merger, future economic conditions in the specific industries to which its products are sold, and global economic conditions.

 

In light of these risks, uncertainties, assumptions, and factors, the forward-looking events discussed in this press release may not occur. Other unknown or unpredictable factors could also have a material adverse effect on Axiall’s actual future results, performance, or achievements. For a further discussion of these and other risks and uncertainties applicable to Axiall and its business, see Axiall’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012, and subsequent filings with the SEC. As a result of the foregoing, readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.  Axiall does not undertake, and expressly disclaims, any duty to update any forward-looking statement whether as a result of new information, future events, or changes in its expectations, except as required by law.

 

CONTACTS:

 

Investor Relations

Media

Martin Jarosick

Alan Chapple

770-395-4524

770-395-4538