Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
CHMT > SEC Filings for CHMT > Form 8-K on 23-Jul-2013All Recent SEC Filings

Show all filings for CHEMTURA CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CHEMTURA CORP


23-Jul-2013

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligati


Item 1.01. Entry into a Material Definitive Agreement.

On July 18, 2013, Chemtura Corporation (the "Company") priced an offering of $450,000,000 of 5.75% Senior Notes due 2021 (the "Notes"). In connection with the offering, the Company entered into an Underwriting Agreement, dated July 18, 2013, with Citigroup Global Markets Inc., as representative of the several underwriters named therein. The Notes were registered under the Securities Act of 1933, as amended, pursuant to the Company's Registration Statement on Form S-3 (File No. 333-189195) filed with the Securities and Exchange Commission (the "SEC") on June 10, 2013.

On July 19, 2013, the Company filed with the SEC a Prospectus Supplement dated July 18, 2013 in connection with the public offering of the Notes.

The Notes were issued on July 23, 2013 under the first supplemental indenture, dated July 23, 2013 (the "Supplemental Indenture"), among the Company, the subsidiary guarantors and Wells Fargo Bank, National Association, as trustee (the "Trustee"), to the indenture, dated June 10, 2013, among the Company, the subsidiary guarantors and the Trustee.

The proceeds from the sale of the Notes were used to pay the consideration in the Company's previously announced cash tender offer and consent solicitation with respect to any and all of its outstanding 7.875% Senior Notes due 2018 (the "2018 Notes") described below and to pay related fees and expenses, including tender premiums.

For a complete description of the terms and conditions of the Underwriting Agreement, the Notes and the Supplemental Indenture, please refer to the Prospectus Supplement and each of the documents that are filed with this Form 8-K and incorporated herein by reference.



Item 2.03. Creation of a Direct Financial Obligation of a Registrant.

The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.



Item 3.03. Material Modification to Rights of Security Holders.

On July 23, 2013, the Company accepted for purchase all $354,391,000 (or approximately 77.89%) of the outstanding aggregate principal amount of 2018 Notes that had been validly tendered (and not validly withdrawn) as of 4:00
p.m., New York City time, on July 19, 2013 pursuant to its tender offer and consent solicitation for the 2018 Notes. Upon such acceptance, the amendments to the indenture governing the 2018 Notes contained in the supplemental indenture, dated as of June 21, 2013, became operative, a copy of which was previously filed with the SEC as Exhibit 4.1 to the Company's Current Report on Form 8-K dated June 24, 2013. The amendments eliminated substantially all of the restrictive covenants, certain events of default and related provisions contained in the indenture.



Item 8.01. Other Events.

On July 23, 2013, the Company issued a press release announcing the closing of the offering of the Notes and the settlement of the tender offer and consent solicitation for the 2018 Notes described above. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.




Item 9.01. Financial Statements and Exhibits.

Exhibit
Number                                    Description

 1.1         Underwriting Agreement, dated July 18, 2013.

 4.1         First Supplemental Indenture, dated July 23, 2013, among Chemtura
             Corporation, the subsidiary guarantors and Wells Fargo Bank, National
             Association, related to the Indenture, dated June 10, 2013, among
             Chemtura Corporation, the subsidiary guarantors and Wells Fargo Bank,
             National Association.

 4.2         Form of Note (included in Exhibit 4.1).

99.1         Press Release, dated July 23, 2013, announcing the closing of the
             offering of the Notes and the settlement of the tender offer and
             consent solicitation.


  Add CHMT to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for CHMT - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.