- Current report filing (8-K)
May 19 2010 - 4:47PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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):
May 14, 2010
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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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
Not
applicable
(Former name or former
address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligations of the registrant under any of
the following provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material
Definitive Agreement.
On May 14, 2010, Huntsman Corporation and its captive insurer,
International Risk Insurance Company (IRIC), entered into a Sworn Statement
in Proof of Loss and Full and Final Settlement, Release, and Indemnity
Agreement (the Settlement Agreement)
with Ace American Insurance Company, Chartis Property Casualty Company f/k/a
AIG Casualty Company f/k/a Birmingham Fire Insurance Company of Pennsylvania,
Allianz Global Risks US Insurance Company, Arch Reinsurance Company of
Nebraska, AXIS Specialty Ltd., Limit No. 2, Ltd., Commonwealth Insurance
Company, HDI Industrie Versicherung AG, Simon Andrew White as Lead Underwriter
for Heritage Syndicate 1200 ROC at Lloyds, in his Individual Capacity
(Heritage Syndicate 1200 ROC at Lloyds), R. J. Kiln & Company, Ltd.,
Cathedral Underwriting, Ltd., Munich
Reinsurance Company (Mūnchener Rūckversicherungs-Gesellschaft
AG), Partner Reinsurance Company, Ltd., SCOR UK Company, Ltd., Wurttembergische
Versicherung AG, Zurich American Insurance Company, XL Insurance (Bermuda)
Ltd., and Max Re, Ltd. (collectively, the Reinsurers).
The Settlement Agreement settles Huntsman Corporations claims related
to losses occurring as a result of the April 29, 2006 fire at its Port
Arthur, Texas olefins facility, which was subsequently sold to Flint Hills
Resources. The Settlement Agreement provides that Huntsman Corporation will
receive cash proceeds of $110 million in settlement of its claims (the Final
Payment Amount). Huntsman Corporation
previously collected $365 million in insurance proceeds also related to the
2006 fire. Pursuant to the Settlement Agreement, Huntsman Corporation expects
to receive the Final Payment Amount within thirty days of the date of the
Settlement Agreement.
Huntsman Corporations claims related to the 2006 fire had been the
subject of litigation and an ongoing arbitration with substantially all of the
Reinsurers, including the following lawsuits:
Ace Am. Ins.
Co., et al. v. Huntsman Corp. and IRIC
, U.S. District Court for the
Southern District of Texas; Civil Action No. 4:07-CV-02796, and
Huntsman Corp. v. IRIC v. Ace Am. Ins. Co., et al.
, U.S.
District Court for the Southern District of Texas, Civil Action No. 4:08-CV-1542;
and the following arbitration proceeding:
Huntsman Corp. v. Ace Am. Ins. Co., et al.
Upon receipt of the Final Payment Amount, Huntsman Corporation, IRIC
and the Reinsurers have agreed to the dismissal with prejudice of the legal and
arbitration proceedings related to the fire. In addition, under the Settlement
Agreement, Huntsman Corporation will indemnify and hold harmless the Reinsurers
and certain of their affiliates against any claims made by, on behalf of,
through or under Huntsman Corporation, IRIC or any person or entity who has
acquired or been assigned a right by Huntsman Corporation or IRIC to make a
claim relative to any losses related to the 2006 fire.
The foregoing does not
constitute a complete summary of the terms of the Settlement
Agreement. The description of the terms of the Settlement Agreement is
qualified in its entirety by reference to the Settlement Agreement, a copy of which
is filed herewith as Exhibit 10.1.
Item
7.01 Regulation FD Disclosure.
On May 17,
2010, Huntsman Corporation issued a press release announcing the Settlement
Agreement. A copy of this press release is furnished herewith as Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit Number
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Description
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10.1
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Sworn Statement
in Proof of Loss and Full and Final Settlement, Release, and Indemnity
Agreement, dated May 14, 2010, by and among Huntsman Corporation,
International Risk Insurance Company and the reinsurance carriers specified
therein
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99.1
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Press Release
dated May 17, 2010
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2
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.
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HUNTSMAN CORPORATION
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/s/ KURT D. OGDEN
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Vice President, Investor Relations
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Dated: May 19, 2010
3
INDEX TO EXHIBITS
Exhibit Number
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Description
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10.1
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Sworn Statement
in Proof of Loss and Full and Final Settlement, Release, and Indemnity
Agreement, dated May 14, 2010, by and among Huntsman Corporation,
International Risk Insurance Company and the reinsurance carriers specified
therein
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99.1
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Press Release
dated May 17, 2010
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4
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