-----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, Lpmui2o6pPBXQleXitcESr2PAOCOyWscfLRGtUs8n/vaLzSbjzQ/AafEjDAZlaW0 rzoUdWJviGbkrR39BhM8Hw== 0000950129-01-000066.txt : 20010122 0000950129-01-000066.hdr.sgml : 20010122 ACCESSION NUMBER: 0000950129-01-000066 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010105 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010108 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PIONEER CORP OF AMERICA CENTRAL INDEX KEY: 0000944649 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 061420850 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 033-91702 FILM NUMBER: 1503338 BUSINESS ADDRESS: STREET 1: 700 LOUISIANA ST STREET 2: STE 4200 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7132253831 MAIL ADDRESS: STREET 1: 700 LOUISIANA ST STREET 2: SUITE 4200 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: PIONEER AMERICAS INC /TX DATE OF NAME CHANGE: 19990317 FORMER COMPANY: FORMER CONFORMED NAME: PIONEER AMERICAS ACQUISITION CORP DATE OF NAME CHANGE: 19950428 8-K 1 h83078e8-k.txt PIONEER CORPORATION OF AMERICA - DATED 01/05/01 1 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): January 5, 2001 PIONEER CORPORATION OF AMERICA (Exact name of registrant as specified in its charter) DELAWARE 1-9859 06-1420850 -------- ------ ---------- (State or other jurisdiction of (Commission (IRS Employer incorporation) File No.) Identification No.) 700 LOUISIANA, SUITE 4300, HOUSTON, TEXAS 77002 ----------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 713-570-3200 ------------ NOT APPLICABLE -------------- (Former name or former address, if changed since last report) 2 ITEM 5. Other Events. On January 5, 2001, Pioneer Companies, Inc. ("Pioneer"), the parent of the Registrant, issued a press release announcing that the Registrant, did not make principal payments that were due on December 28, 2000 on its two classes of floating rate term notes issued in 1997. The press release also disclosed that Pioneer has terminated previously-announced discussions with respect to a short-term credit facility, and is developing a more comprehensive financial restructuring program, for which it will solicit the consent of its lenders at the earliest practical time. It was also announced that Pioneer has engaged Wasserstein Perella & Co., Inc. to assist in developing the restructuring plan, obtaining necessary consents and securing any necessary financing, and that Weil Gotshal & Manges has been retained as special restructuring counsel. In the press release, Pioneer emphasized that it is continuing to pay its vendors in the ordinary course of business, and that it continues to have positive cash flow from operations despite very high power prices that are affecting costs and volume. ITEM 7. Financial Statements and Exhibits. The following exhibit is filed with this report:
EXHIBIT NO. DESCRIPTION ----------- ----------- 99(a) Press Release issued by Pioneer Companies, Inc. on January 5, 2001.
-2- 3 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. PIONEER CORPORATION OF AMERICA January 8, 2001 By: /s/ PHILIP J. ABLOVE -------------------------------- Philip J. Ablove Executive Vice President and Chief Financial Officer 4 INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99(a) Press Release issued by Pioneer Companies, Inc. on January 5, 2001.
EX-99.A 2 h83078ex99-a.txt PRESS RELEASE - DATED JANUARY 5, 2001 1 [PIONEER LOGO] PRESS RELEASE Contact: Philip J. Ablove (713) 570-3200 PIONEER ANNOUNCES FURTHER INTEREST PAYMENT DELAYS Houston, Texas (January 5, 2001) - Pioneer Companies, Inc. [PIONA - NASDAQ] today announced that its subsidiary, Pioneer Corporation of America, did not make principal payments that were due on December 28, 2000 on its two classes of floating rate term notes issued in 1997. As previously announced, Pioneer has also delayed interest payments that are due on its Senior Secured 9 1/4% Notes due June 2007. Pioneer also announced that, in light of current economic uncertainties relating to the price of power and the effects on the Company's markets of possibly slowing growth of the domestic economy, it has terminated discussions with respect to a short-term credit facility and is developing a more comprehensive financial restructuring program, for which it will solicit the consent of its lenders at the earliest practical time. Pioneer has engaged Wasserstein Perella & Co., Inc. to assist it in developing the plan, obtaining necessary consents and securing any necessary financing. It has also retained Weil Gotshal & Manges as special restructuring counsel. Pioneer again emphasized that it is continuing to pay its vendors in the ordinary course of business, and that it continues to have positive cash flow from operations despite very high power prices that are affecting costs and volume. Michael J. Ferris, President and Chief -more- 2 Executive Officer, said, "Economic uncertainty for 2001 has increased the risk to our business plan and it is not certain, if business conditions significantly worsen, that the anticipated short-term financing would have been adequate. Accordingly, we believe it is prudent to focus our efforts on a fundamental restructuring of our debt, which will provide us with a better base for the conduct of Pioneer's business. We have substantial cash flow from operations, a strong base of assets, a solid customer base, and a dedicated work force. We believe that these factors will support the restructuring. We intend to complete the necessary financial transactions as rapidly as possible, while continuing to concentrate on operating Pioneer's business." Pioneer, based in Houston, Texas, manufactures chlorine, caustic soda, hydrochloric acid and related products used in a variety of applications, including water treatment, plastics, pulp and paper, detergents, agricultural chemicals, pharmaceuticals and medical disinfectants. The Company owns and operates five chlor-alkali plants and several downstream manufacturing facilities in North America. Current financial information and press releases of Pioneer Companies, Inc. can be obtained from its Internet web site at www.piona.com. Certain statements in this news release are "forward-looking statements" within the meaning of the Securities Litigation Reform Act. Forward-looking statements relate to matters that are not historical facts. Such statements involve risks and uncertainties, including, but not limited to, the Company's high financial leverage, global economic conditions, Company and industry production volumes, competitive prices, the cyclical nature of the markets for many of the Company's products and raw materials, and other risks and uncertainties described in the Company's filings with the Securities and Exchange Commission. Actual outcomes may vary materially from those indicated by the forward-looking statements. ##########END##########
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