Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - SCHULMAN A INC | shlm150323newsrelease.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8‑K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 23, 2015
A. SCHULMAN, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-7459 34-0514850
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3637 Ridgewood Road, Fairlawn, Ohio 44333
(Address of principal executive offices) (Zip Code)
(330) 666-3751
(Registrant’s telephone number, including area code)
(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:
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)) |
Explanatory Note
On March 23, 2015, A. Schulman, Inc. (the “Company”) filed a Form 8-K (the “Original Form 8-K”) under Item 7.01 in connection with the issuance of a press release updating its 2015 full-year adjusted net income guidance. This Current Report on Form 8-K/A is being filed to furnish the same disclosures under Item 2.02 of Form 8-K, Results of Operations and Financial Condition. This Current Report on Form 8-K/A replaces in its entirety the Original Form 8-K.
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On March 23, 2015, A. Schulman, Inc. (the “Company”) issued a press release updating its 2015 full-year adjusted net income guidance to $2.50 to $2.55 per diluted share, reflecting the impact of the continuing steep decline of the euro and other foreign currencies. The Company had previously provided a full-year earnings outlook of $2.60 - $2.65 per diluted share. A copy of the press release announcing the net income guidance update is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information in this Item 2.02 and Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Furthermore, the information in this Item 2.02 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth herein by specific reference.
ITEM 7.01 REGULATION FD DISCLOSURE.
The disclosure set forth above in response to Item 2.02 is also provided in response to Item 7.01.
Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information in this Item 7.01 and Exhibit 99.1 attached hereto is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Furthermore, the information in this Item 7.01 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth herein by specific reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) | Exhibits. |
Exhibit Number | Description |
99.1 | Press Release, dated March 23, 2015 (filed herewith). |
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.
A. Schulman, Inc.
By: /s/ David C. Minc
David C. Minc
Vice President, Chief Legal Officer and Secretary
Date: March 23, 2015