-----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, F5eWarwBcWwUako+RXFgo3h/yVq7ai69AhByBYb67cKWqnRKHtvin1nHkqMemvlM mhqu7CaR2QWX55eaCw0scA== 0000895345-98-000371.txt : 19980623 0000895345-98-000371.hdr.sgml : 19980623 ACCESSION NUMBER: 0000895345-98-000371 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980618 ITEM INFORMATION: FILED AS OF DATE: 19980622 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARCO CHEMICAL CO CENTRAL INDEX KEY: 0000819544 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 510104393 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09678 FILM NUMBER: 98651978 BUSINESS ADDRESS: STREET 1: 3801 WEST CHESTER PIKE CITY: NEWTOWN SQUARE STATE: PA ZIP: 19073 BUSINESS PHONE: 2153592000 8-K 1 ------------------------------------------------------------------------ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------------- F O R M 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): June 18, 1998 ------------- ARCO CHEMICAL COMPANY ------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware ------------------------------------------------------------------------ (State or other jurisdiction of incorporation) 1-9678 51-0104393 ------------------------------------------------------------------------ (Commission File Number) (IRS Employer Idenification No.) 3801 West Chester Pike, Newtown Square, Pennsylvania 19073-2387 ------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (610) 359-2000 -------------- Not applicable ------------------------------------------------------------------------ (Former name or former address, if changed since last report) 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, thereunto duly authorized. ARCO CHEMICAL COMPANY By: /s/Van Billet ----------------------- Name: Van Billet Title: Vice President and Controller June 22, 1998 Exhibit 99.1 FOR RELEASE: Immediately ARCO CHEMICAL COMMENTS ON WALL STREET JOURNAL STORY NEWTOWN SQUARE, PA, June 18, 1998 -- ARCO Chemical Company (NYSE: RCM) stated this morning in response to a report in the Wall Street Journal that it is in negotiation with respect to an offer from Lyondell Petrochemical Company (NYSE: LYO) to acquire all the outstanding stock of the Company through a tender offer and merger. The Company's Board of Directors is meeting today to consider the matter. ARCO Chemical is a leading worldwide manufacturer and marketer of propylene oxide and derivatives and other intermediate chemicals. Its products are used in a wide range of consumer and industrial goods, including automotive components, cushioning, paints and coatings, plastics, home furnishings, engine coolants, and reformulated gasoline. For further information contact: Sallie D. Anderson, Media Relations, (610) 359-5773, or Sami Ahmad, Investor Relations, (610) 359-3171 Exhibit 99.2 FOR RELEASE: Immediately ARCO CHEMICAL'S BOARD OF DIRECTORS APPROVES WITH LYONDELL AGREEMENT PETROCHEMICAL NEWTOWN SQUARE, Pa. -- ARCO Chemical Company (NYSE:RCM) announced today that the boards of directors of ARCO Chemical and Lyondell Petrochemical Company (NYSE:LYO) have approved an agreement under which ARCO Chemical will be acquired by Lyondell Petrochemical. To effect the transaction, Lyondell will make an all-cash tender offer of $57.75 per share for all the outstanding shares of ARCO Chemical Company stock. Atlantic Richfield (NYSE:ARC), which currently owns 82.2% of ARCO Chemical, will tender all of its shares. Subject to customary conditions, the transaction could close early in the third quarter. "ARCO Chemical's board approved the agreement after concluding that it provides fair value to all of ARCO Chemical's shareholders," said Anthony Fernandes, board chairman. "We believe that this agreement capitalizes on the strengths of two premier chemical companies. The acquisition of ARCO Chemical's global leadership positions in propylene oxide and downstream derivatives along with advantage technologies will enable Lyondell to diversify its earnings base and product portfolio while providing a platform for continued domestic and international growth," said Marvin O. Schlanger, President and Chief Executive Officer of ARCO Chemical. "Serving the customers of the new company will continue to be a top priority," Schlanger emphasized. The previously announced secondary offering and share buyback transactions, pursuant to which Atlantic Richfield would have reduced its ownership in ARCO Chemical to 50%, have been terminated. ARCO Chemical is a leading worldwide manufacturer and marketer of propylene oxide and derivatives and other intermediate chemicals. Its products are used in a wide range of consumer and industrial goods, including automotive components, cushioning, paints and coatings, plastics, home furnishings, engine coolants, and reformulated gasoline. For further information contact: Sallie D. Anderson, Media Relations, (610) 359-5773, or Sami Ahmad, Investor Relations, (610) 359-3171 -----END PRIVACY-ENHANCED MESSAGE-----