Huntsman Corp - Current report filing (8-K)
November 06 2007 - 6:04AM
Edgar (US Regulatory)
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): November 5,
2007
Huntsman Corporation
(Exact
name of registrant as specified in its charter)
Delaware
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001-32427
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42-1648585
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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Huntsman International LLC
(Exact
name of registrant as specified in its charter)
Delaware
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333-85141
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87-0630358
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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500 Huntsman Way
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Salt Lake City, Utah
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84108
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(Address
of principal executive offices)
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(Zip
Code)
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Registrants telephone number, including area code:
(801)
584-5700
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 (see General
Instruction A.2. below):
o
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 2.01
Completion of Acquisition or Disposition of Assets
On November 5, 2007,
Huntsman International LLC, a wholly-owned subsidiary of Huntsman Corporation,
and certain of its subsidiaries (collectively, the Sellers) completed the
sale of the Sellers U.S. base chemicals business assets to Flint Hills
Resources, LP (Flint Hills) for $306 million plus the value of associated
inventory, for total consideration, net of other adjustments, of approximately
$415 million, subject to post-closing adjustments.
The
sale of the Sellers base chemicals business assets is the second closing in a
two-part transaction valued at an aggregate of approximately $770 million.
The separate closing of the Sellers U.S.
polymers business assets was reported on a Current Report on Form 8-K filed
with the Securities and Exchange Commission on August 1, 2007.
A copy of the press release
reporting the sale is attached hereto as Exhibit 99.1.
Item 2.06 Material Impairments
In connection with the sale
of the U.S. base chemicals assets discussed in Item 2.01 above, we will incur a
loss of approximately $150 million. We have previously reported our conclusion
that we would incur a loss in connection with the sale of the U.S. base
chemicals assets in our Quarterly Reports on Form 10-Q for the quarterly period
ended March 31, 2007 and for the quarterly period ended June 30, 2007.
Item 9.01
Financial Statements and Exhibits.
(b) Pro
Forma Financial Information.
The pro forma financial
information pursuant to Article 11 of Regulation S-X is attached hereto as
Exhibit 99.2 and is incorporated herein by reference.
(d) Exhibits
Exhibit No.
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Exhibit Title
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2.1
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Amended and Restated Asset
Purchase Agreement dated June 22, 2007 among Flint Hills Resources, LP, Flint
Hills Resources, LLC, Huntsman International LLC, Huntsman Petrochemical
Corporation, Huntsman International Chemicals Corporation, Huntsman Polymers
Holdings Corporation, Huntsman Expandable Polymers Company, LC, Huntsman
Polymers Corp. and Huntsman Chemical Company of Canada, Inc. (incorporated by
reference to Exhibit 2.1 to the current report on Form 8-K of Huntsman
International LLC and Huntsman Corporation filed on June 22, 2007).
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99.1*
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Press Release dated
November 5, 2007
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99.2*
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Pro Forma Financial
Information
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*
Filed herewith.
1
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.
Date:
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November 5, 2007
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HUNTSMAN
CORPORATION
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HUNTSMAN
INTERNATIONAL LLC
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By:
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/s/ John R. Heskett
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Name:
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John R. Heskett
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Title:
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Vice President, Corporate
Development and
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Investor Relations
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INDEX TO EXHIBITS
Exhibit No.
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Exhibit Title
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2.1
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Amended and Restated Asset
Purchase Agreement dated June 22, 2007 among Flint Hills Resources, LP, Flint
Hills Resources, LLC, Huntsman International LLC, Huntsman Petrochemical
Corporation, Huntsman International Chemicals Corporation, Huntsman Polymers
Holdings Corporation, Huntsman Expandable Polymers Company, LC, Huntsman
Polymers Corp. and Huntsman Chemical Company of Canada, Inc. (incorporated by
reference to Exhibit 2.1 to the current report on Form 8-K of Huntsman
International LLC and Huntsman Corporation filed on June 22, 2007).
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99.1*
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Press Release dated
November 5, 2007
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99.2*
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Pro Forma Financial
Information
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*
Filed herewith.
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