Current Report Filing (8-k)
November 02 2022 - 05:00PM
Edgar (US Regulatory)
false000091591300009159132022-11-022022-11-02
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 2,
2022
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ALBEMARLE CORPORATION
(Exact name of Registrant as specified in charter)
_________________________________
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Virginia |
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001-12658 |
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54-1692118 |
(State or other jurisdiction
of incorporation) |
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(Commission
file number) |
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(IRS employer
identification no.) |
4250 Congress Street, Suite 900
Charlotte, North Carolina 28209
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code
(980) 299-5700
Not applicable
(Former name or former address, if changed since last
report)
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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):
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a- 12 under the Exchange Act
(17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17
CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR 240.12b-2)
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
☐
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol |
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Name of each exchange on which registered |
COMMON STOCK, $.01 Par Value |
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ALB |
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New York Stock Exchange |
Section 2 - Financial Information
Item 2.02. Results of Operations and
Financial Condition.
On November 2, 2022, Albemarle Corporation (the “Company”)
issued a press release reporting its results for the third quarter
ended September 30, 2022. A copy of this release is being
furnished as Exhibit 99.1 hereto and incorporated herein by
reference. In addition, on November 3, 2022, the Company will
hold a teleconference for analysts and media to discuss results for
the third quarter ended September 30, 2022. The teleconference
will be webcast on the Company’s website at
www.albemarle.com.
The press release includes presentations of adjusted net income
attributable to Albemarle Corporation, adjusted diluted earnings
per share, adjusted effective income tax rates, EBITDA, adjusted
EBITDA, EBITDA margin and adjusted EBITDA margin. These are
financial measures that are not required by, nor presented in
accordance with, accounting principles generally accepted in the
United States (“GAAP”), but are included to provide additional
useful measurements to review our operations, provide transparency
to investors and enable period-to-period comparability of financial
performance.
Our presentations of adjusted net income, adjusted diluted earnings
per share, EBITDA, adjusted EBITDA and adjusted effective income
tax rates should not be considered as alternatives to Net income
attributable to Albemarle Corporation (“earnings”), diluted
earnings per share and effective income tax rates as determined in
accordance with GAAP. Further, EBITDA margin and adjusted EBITDA
margin should not be considered as alternatives to earnings as a
percentage of our consolidated net sales as would be determined in
accordance with GAAP. The Company has included in the press release
certain reconciliation information for these measures to their most
directly comparable financial measures calculated and reported in
accordance with GAAP.
In accordance with General Instruction B.2 of Form 8-K, the
information in this Current Report on Form 8-K, including Exhibit
99.1, shall not be deemed “filed” for the purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liability of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of
1933, as amended, except as shall be expressly set forth by
specific reference in such a filing.
Section 9 - Financial Statements and Exhibits
Item 9.01. Financial Statements and
Exhibits.
(d)
Exhibits.
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.
Date: November 2, 2022
ALBEMARLE CORPORATION
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By: |
/s/ Karen G. Narwold |
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Karen G. Narwold |
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Executive Vice President, Chief Administrative Officer and General
Counsel |
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