Attached files
| file | filename |
|---|---|
| EX-99.1 - LANXESS Solutions US Inc. | v167607_ex99-1.htm |
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 24, 2009
Chemtura
Corporation
(Exact
name of registrant as specified in its charter)
|
Delaware
(State
or other jurisdiction
of
incorporation)
|
1-15339
(Commission
file number)
|
52-2183153
(IRS
employer identification
number)
|
||||
|
199
Benson Road, Middlebury, Connecticut
(Address
of principal executive offices)
|
06749
(Zip
Code)
|
|||||
(203)
573-2000
(Registrant's
telephone number, including area code)
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 | 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 7.01 Regulation FD
Disclosure
As previously disclosed, on March 18,
2009, Chemtura Corporation (the “Company”) and 26 of its subsidiaries organized
in the United States (collectively, the “Debtors”) filed for relief under
Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy
Code”) in the United States Bankruptcy Court for the Southern District of New
York (the “Court”). The Debtors’ Chapter 11 cases are being jointly
administered by the Court. The Company’s non-U.S. subsidiaries were
not included in the filing and are not subject to the requirements of the
Bankruptcy Code.
On August 21, 2009, the Court
established October 30, 2009 as the general deadline for the filing of proofs of
claim against the Debtors’ estates for certain pre-petition amounts
claimed. The Company continues to review the proofs of claim
filed. As of the date hereof, the Company’s claims agent has
catalogued approximately 14,200 timely filed proofs of claim of which more than
10,000 are litigation claims, including numerous tort claims and environmental
claims, as well as contract claims. Based upon a preliminary review,
the Debtors believe that many of the filed proofs of claim are duplicative or
overlapping. The Debtors further believe that other filed proofs of
claim are not allowable as a matter of law. The Debtors intend to
pursue vigorous objections to duplicative and contested claims; however, there
can be no assurance that the claims will not be allowed in
full. Further, while the Debtors believe they have insurance to cover
certain asserted claims, there can be no assurance that material uninsured
obligations will not be allowed as claims in the Chapter 11
cases. Because of the substantial number of asserted contested
claims, as to which review and analysis is ongoing, there is no assurance as to
the ultimate value of claims that will be allowed in these Chapter 11 cases, nor
is there any assurance as to the ultimate recoveries for the Debtors’
stakeholders, including the Debtors’ bondholders and the Company’s
shareholders.
A plan of reorganization could result
in the Company’s shareholders receiving little or no value for their interests,
and holders of the Debtors’ unsecured debt, including trade debt and other
general unsecured creditors, receiving less, and potentially substantially less,
than payment in full for their claims. Because of such possibilities,
the value of the Company’s common stock and unsecured debt is highly
speculative. Accordingly, the Company urges that appropriate caution
be exercised with respect to existing and future investments in any of these
securities. Although the shares of the Company’s common stock
continue to trade on the Pink Sheets Electronic Quotation Service (“Pink
Sheets”) under the symbol “CEMJQ”, the trading prices may have little or no
relationship to the actual recovery, if any, by the holders under any eventual
court-approved reorganization plan. The opportunity for any recovery
by holders of the Company’s common stock under such reorganization plan is
uncertain as all creditors’ claims must be met in full before value can be
attributed to the common stock and, therefore, the shares of the Company’s
common stock may be cancelled without any compensation pursuant to such
plan.
On November 24, 2009, the Company
issued a press release regarding the filing of proofs of claim. A
copy of the November 24, 2009 press release is attached hereto as Exhibit 99.1
and is hereby incorporated by reference.
Limitation
on Incorporation by Reference
In accordance with General Instruction
B.2 of Form 8-K, the information in this Form 8-K furnished pursuant to Item
7.01 shall not be deemed to be “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise
subject to the liabilities of that section, nor shall such information be deemed
incorporated by reference in any filing under the Exchange Act or Securities Act
of 1933, as amended, except as shall be expressly set forth by specific
reference in such filing.
Item
9.01 Financial Statements and Exhibits
* * *
| (d) Exhibits | |||
| Exhibit Number | Exhibit Description | ||
|
99.1
|
Press
Release dated November 24,
2009
|
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.
|
Chemtura
Corporation
(Registrant)
|
|||
|
|
By:
|
/s/ Billie S. Flaherty | |
| Name: | Billie S. Flaherty | ||
| Title: | SVP, General Counsel & Secretary | ||
Date:
November 24, 2009
|
Exhibit
Index
|
|||
| Exhibit Number | Exhibit Description | ||
|
99.1
|
Press
Release dated November 24,
2009
|
||