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EX-99.1 - EX-99.1 - Nexeo Solutions Holdings, LLCa14-6315_1ex99d1.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):  February 20, 2014

 

NEXEO SOLUTIONS HOLDINGS, LLC

(Exact name of registrant as specified in its charter)

 

Delaware

 

333-179870-02

 

27-4328676

(State or other jurisdiction of

 

(Commission File Number)

 

(IRS Employer Identification

incorporation)

 

 

 

No.)

 

3 Waterway Square Place, Suite 1000

 

 

The Woodlands, Texas

 

77380

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (281) 297-0700

 

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:

 

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.

 

On February 20, 2014, Nexeo Solutions Holdings, LLC (the “Company”) will hold a conference call with existing holders of, and potential investors in, Nexeo Solutions, LLC’s 8.375% senior subordinated notes due 2018 and intends to provide certain non-GAAP financial information on that call. A reconciliation of such non-GAAP information to the nearest GAAP financial measure is furnished as Exhibit 99.1 to this report.

 

In accordance with General Instruction B.2 to Form 8-K, the information contained in this current report, including Exhibit 99.1 hereto, is being “furnished” with the Securities and Exchange Commission and 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 liabilities under such section. Furthermore, such information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, unless specifically identified as being incorporated therein by reference.

 

Item 9.01 Financial Statements and

 

Exhibits (d) Exhibits

 

EXHIBIT

 

DESCRIPTION

 

 

 

99.1

 

Reconciliation of Non-GAAP Measure.

 

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.

 

 

NEXEO SOLUTIONS HOLDINGS, LLC

 

 

 

 

 

 

 

By:

/s/ Michael B. Farnell, Jr.

 

 

Michael B. Farnell, Jr.

 

 

Executive Vice President and Chief Legal Officer

 

 

 

 

 

 

Dated: February 20, 2014

 

 

 

3



 

EXHIBIT INDEX

 

Exhibit

 

Description

99.1

 

Reconciliation of Non-GAAP Measure.

 

4