Attached files
| file | filename |
|---|---|
| EX-99.2 - EX-99.2 - AVIENT CORP | d305633dex992.htm |
| EX-99.1 - EX-99.1 - AVIENT CORP | d305633dex991.htm |
| EX-23.1 - EX-23.1 - AVIENT CORP | d305633dex231.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): December 21, 2011
PolyOne Corporation
(Exact Name of Registrant as Specified in Its Charter)
| Ohio | 1-16091 | 34-1730488 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
PolyOne Center
33587 Walker Road
Avon Lake, Ohio 44012
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (440) 930-1000
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | 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)) |
Explanatory Note
This Amendment No. 1 to the Current Report on Form 8-K, which was originally filed with the Securities and Exchange Commission on December 23, 2011 (the “Original 8-K”), amends and restates in its entirety Item 9.01 of the Original 8-K to include the financial statements and pro forma financial information required by Item 9.01 with respect to the acquisition of ColorMatrix Group, Inc. (“CMG”) by PolyOne Corporation through a wholly-owned subsidiary on December 21, 2011. The remainder of the information contained in the Original 8-K is not hereby amended.
Item 9.01 Financial Statements and Exhibits.
| (a) | Financial Statement of Business Acquired |
The following financial statements of CMG are filed as Exhibit 99.1 to this Current Report and are incorporated herein by reference:
Audited Financial Statements
| • | Report of Independent Auditors |
| • | Consolidated Balance Sheets as of December 31, 2010 and 2009; |
| • | Consolidated Statements of Operations for the years ended December 31, 2010 and 2009; |
| • | Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2010 and 2009; |
| • | Consolidated Statements of Cash Flows for the years ended December 31, 2010 and 2009; and |
Unaudited Financial Statements
| • | Unaudited Consolidated Balance Sheet as of September 30, 2011; |
| • | Unaudited Consolidated Statements of Operations for the nine months ended September 30, 2011 and 2010; |
| • | Unaudited Consolidated Statements of Stockholders’ Equity for the nine months ended September 30 2011; and |
| • | Unaudited Consolidated Statements of Cash Flows for the nine months ended September 30, 2011 and 2010. |
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(b) Pro Forma Financial Information.
The following unaudited pro forma financial information is filed as Exhibit 99.2 to this Current Report and is incorporated herein by reference:
| • | Unaudited Pro Forma Condensed Combined Balance Sheet as of September 30, 2011; and |
| • | Unaudited Pro Forma Condensed Combined Statements of Operations for the nine months ended September 30, 2011 and the year ended December 31, 2010. |
(d) Exhibits.
| 23.1 |
Consent of McGladrey & Pullen, LLP | |
| 99.1 |
Financial Statements of ColorMatrix Group, Inc. as of and for the years ended December 31, 2010 and 2009 and as of September 30, 2011 and for the nine months ended September 30, 2011 and 2010 | |
| 99.2 |
Unaudited Pro Forma Condensed Combined Financial Information for the year ended December 31, 2010 and as of and for the nine months ended September 30, 2011 | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PolyOne Corporation | ||
| By: | /s/ Robert M. Patterson | |
| Robert M. Patterson | ||
| Executive Vice President and Chief Financial Officer | ||
Date: March 2, 2012
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EXHIBIT INDEX
| Exhibit Number |
Description | |
| 23.1 | Consent of McGladrey & Pullen, LLP | |
| 99.1 | Financial Statements of ColorMatrix Group, Inc. as of and for the years ended December 31, 2010 and 2009 and as of September 30, 2011 and for the nine months ended September 30, 2011 and 2010 | |
| 99.2 | Unaudited Pro Forma Condensed Combined Financial Information for the year ended December 31, 2010 and as of and for the nine months ended September 30, 2011 | |
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