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EX-99.1 - LETTER FROM AMERICAN PACIFIC CORPORATION TO CORNWALL CAPITAL MANAGEMENT LP - AMERICAN PACIFIC CORPd412756dex991.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): September 14, 2012

 

 

AMERICAN PACIFIC CORPORATION

(Exact name of registrant as specified in its charter)

 

LOGO

 

 

 

Delaware   1-8137   59-6490478

(State or other jurisdiction

of incorporation)

  (Commission File
Number)
  (IRS Employer
Identification No.)

3883 Howard Hughes Parkway, Suite 700,

Las Vegas, Nevada

  89169
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (702) 735-2200

N/A

(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 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))

 

 

 


Item 8.01 Other Events

On September 14, 2012, American Pacific Corporation (the “Company”) sent a letter to Cornwall Capital Management LP (“Cornwall Capital”) in response to the letter from Cornwall Capital to the Company’s Board of Directors dated September 6, 2012. A copy of Cornwall Capital’s letter is attached to the Amendment Number 3 to Schedule 13D that was filed by Cornwall Capital with the Securities and Exchange Commission on September 6, 2012.

A copy of the Company’s letter to Cornwall Capital is attached hereto as Exhibit 99.1.

 

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Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit

  

Description

99.1    Letter from American Pacific Corporation to Cornwall Capital Management LP dated September 14, 2012.

 

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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.

 

    AMERICAN PACIFIC CORPORATION

Dated: September 17, 2012

    By:   /s/ JOSEPH CARLEONE
      Name: Joseph Carleone, PH.D.
      Title: President and Chief Executive Officer

 

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