-----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, EkrAs1ZEmOmFUSjIJY8lfZd0rwqjW7t0mfvmsHJr6HzJ+yg9ukJi+59Ar70M9mJv KSkDqOvPNle+VbEH1BKXyA== 0000950109-96-006889.txt : 19961028 0000950109-96-006889.hdr.sgml : 19961028 ACCESSION NUMBER: 0000950109-96-006889 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961010 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19961025 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: 1934 Act SEC FILE NUMBER: 001-09678 FILM NUMBER: 96647549 BUSINESS ADDRESS: STREET 1: 3801 WEST CHESTER PIKE CITY: NEWTOWN SQUARE STATE: PA ZIP: 19073 BUSINESS PHONE: 2153592000 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 Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 1996 ------------------ 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 Identification 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 5. Other Events. - ------ ------------ On October 10, 1996, ARCO Chemical Company (the "Company") announced that it reached an agreement to purchase Olin Corporation's toluene diisocyanate ("TDI") and aliphatic diisocyanate ("ADI") businesses for $565 million. As part of the transaction, the Company will acquire Olin's TDI and ADI facilities at Lake Charles, Louisiana, and certain other assets including patents and process technologies. See copy of the Company's Press Release which is filed as Exhibit 99 to this Report. Item 7. Financial Statements and Exhibits. - ------ --------------------------------- (c) Exhibits: 99 Press Release, dated October 10, 1996. -2- 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. ARCO CHEMICAL COMPANY /s/ John A. Shaw ------------------------------- John A. Shaw Vice President and Controller October 24, 1996 -3- EXHIBIT INDEX Exhibit Number Description - ------- ----------- 99 Press Release, dated October 10, 1996 EX-99 2 PRESS RELEASE, DATED OCTOBER 10, 1996 [COMPANY LOGO APPEARS HERE] ARCO Chemical Company PUBLIC AFFAIRS NEWS 3801 West Chester Pike Newtown Square, PA 19073-2387 FOR RELEASE: IMMEDIATELY ARCO CHEMICAL TO ACQUIRE ISOCYANATES BUSINESSES FROM OLIN CORPORATION FOR $565 MILLION Newtown Square, PA, October 10, 1996 -- ARCO Chemical Company (NYSE:RCM) announced today that it has reached an agreement to purchase Olin Corporation's (NYSE:OLN) toluene diisocyanate (TDI) and aliphatic diisocyanate (ADI) businesses for $565 million. Revenues from Olin's TDI and ADI operations for the 12 months ended June 30, 1996 were $298 million. The acquisition of these operations, which produce key ingredients for urethane foams, industrial coatings, adhesives and sealants, complements the company's leading worldwide position in propylene oxide and its derivative, polyether polyols. As part of the transaction, ARCO Chemical will acquire Olin's TDI and ADI facilities at Lake Charles, Louisiana, and certain other assets including patents and process technologies. These plants employ approximately 430 in manufacturing jobs and 50 in process development. Commenting on the Olin acquisition, Alan R. Hirsig, President and Chief Executive Officer of ARCO Chemical, said, "This acquisition represents an important strategic step forward for our company. For some time, we have been focused on a strategy to increase the value of our existing PO and derivatives businesses including expanding our presence in the urethane markets. We believe this acquisition will complement our existing TDI business, and thereby strengthen our urethanes position." EXHIBIT 99 ARCO Chemical to Acquire Isocyanates Businesses from Olin Corporation for $565 Million/Add one "This transaction is beneficial to the company in many respects," Mr. Hirsig added. "In addition to the immediate and positive effects on sales and earnings, ARCO Chemical receives a low-cost U.S. manufacturing facility, our first significant TDI sales in the North American market, and a strong customer base in Asia and Latin America, as well as advanced technologies and technical service capabilities. These factors can only strengthen our market position in developing regions, such as Asia and Latin America, where we continue to see an ever growing demand for urethane products." ARCO Chemical entered the isocyanates market in 1995 with the acquisition of Rhone-Poulenc's TDI technology and European-based business. With the addition of the Olin assets, ARCO Chemical will become the number two marketer of TDI in the U.S. and, in combination with its European business, will have 19 percent of the world supply. TDI is used in the manufacture of urethane for flexible and rigid foam applications ranging from furniture, bedding and carpet underlay to transportation, packaging and insulation. ADI is used in coatings, elastomers, adhesives and sealants. Mr. Hirsig continued, "We are also pleased to be buying the ADI business. These products will complement our existing specialty polyol business as well as our ARCOSOLV(R) and BDO family of products. We expect this part of the acquisition to support our growth in the elastomer, sealant, adhesive and industrial coatings markets." ARCO Chemical to Acquire Isocyanates Businesses from Olin Corporation for $565 Million/Add two The purchase has received approval from the Boards of Directors of both companies and, upon completion of regulatory approval, is expected to close in late 1996. The acquisition will be funded with cash on hand and short-term debt. Olin Corporation, with headquarters in Norwalk, Connecticut, is a diversified producer and marketer of high performance chemicals, microelectronic materials, metals, sporting ammunition and defense and aerospace products. ARCO Chemical Company is a leading worldwide manufacturer and marketer of intermediate chemicals and specialty products used in a broad range of consumer and industrial products. # # # # # For more information contact: Gerald T. Davis, Public Relations (610) 359-3198 Patricia A. Bartlett, Investor Relations (610) 359-3171 In Europe contact: ARCO Chemical Europe, Inc. W. Martin Dawson tel: (44) 1628 775210 -----END PRIVACY-ENHANCED MESSAGE-----