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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT FILED PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED): DECEMBER 19, 2002
STERLING CHEMICALS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 333-04343-01 76-0502785
(STATE OR OTHER JURISDICTION OF (COMMISSION (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NO.)
1200 SMITH STREET, SUITE 1900
HOUSTON, TEXAS 77002-4312
(ADDRESS OF PRINCIPAL
EXECUTIVE OFFICES
AND ZIP CODE)
(713) 650-3700
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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EXPLANATORY NOTE
This Form 8-K/A amends the current report on Form 8-K filed on December 23, 2002
to include additional information regarding the previously announced disposition
of certain assets made on December 19, 2002 by Sterling Chemicals, Inc. and
certain of its subsidiaries (collectively, "Sterling Chemicals").
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On December 19, 2002, Sterling Chemicals completed the previously announced
sale of its pulp chemicals business to Superior Propane Inc. for a gross
purchase price of US$375 million, which resulted in net cash proceeds of
approximately US$358 million after debt retirement and payment of expenses and
after giving effect to certain closing adjustments. Sterling Chemical's pulp
chemicals business is headquartered in Toronto, Ontario, and comprises six North
American manufacturing plants, including facilities in Grand Prairie, Alberta;
Saskatoon, Saskatchewan; Thunder Bay, Ontario; Vancouver, British Columbia;
Buchingham, Quebec; and Valdosta, Georgia. The business produces and markets
pulp chemicals and provides large-scale chlorine dioxide generators to the pulp
and paper industry.
From the net proceeds of the sale of the pulp chemicals business,
Sterling Chemicals retained $80 million to fund its obligations and ongoing
operations. The balance of the net proceeds were paid to Sterling Chemical's
senior secured noteholders, who also received secured notes equal to the
remaining amount of their secured claims in Sterling Chemical's plan of
reorganization. In a separate transaction, Sterling disposed of its acrylic
fibers business for nominal consideration in accordance with Sterling Chemical's
plan of reorganization.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(b) PRO FORMA FINANCIAL INFORMATION.
The required pro forma financial information is included as Exhibit 99.2
hereto and is incorporated by reference herein.
(c) EXHIBITS.
#Exhibit 2.1 Plan Supplement Pursuant to Section 12.15 to Joint Plan of
Reorganization of Sterling Chemicals Holdings, Inc., et al.,
Debtors, dated November 13, 2002 (forms of reorganization
documents) (included as Exhibit 2.3 to Sterling Chemical's
Form 8-K filed with the Commission on November 26, 2002 and
incorporated by reference herein).
+Exhibit 99.1 Press release dated December 19, 2002 announcing Sterling
Chemicals' emergence from bankruptcy and the execution of a
$100 million revolving credit facility.
*Exhibit 99.2 Unaudited pro forma consolidated financial statements of
operations for the year ended September 30, 2002, and
unaudited pro forma balance sheet as of September 30, 2002,
giving effect to the disposition of the pulp chemicals and
fibers businesses.
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# Incorporated by reference.
+ Previously filed.
* Filed herewith.
ITEM 9. REGULATION FD DISCLOSURE.
On September 19, 2002, Sterling Chemicals, Inc. issued a press release
announcing its emergence from bankruptcy with $60 million in new equity and the
execution of a $100 million revolving credit facility led by The CIT
Group/Business Credit, Inc. A copy of the press release is set forth as Exhibit
99.1 hereto. This exhibit is not filed but is furnished pursuant to Regulation
FD.
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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.
STERLING CHEMICALS INC.
Date: January 9, 2003
By: /s/ PAUL G. VANDERHOVEN
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Paul G. Vanderhoven,
Vice President - Finance and
Chief Financial Officer
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EXHIBIT INDEX
#Exhibit 2.1 Plan Supplement Pursuant to Section 12.15 to Joint Plan of
Reorganization of Sterling Chemicals Holdings, Inc., et al.,
Debtors, dated November 13, 2002 (forms of reorganization
documents) (included as Exhibit 2.3 to Sterling Chemical's
Form 8-K filed with the Commission on November 26, 2002 and
incorporated by reference herein).
+Exhibit 99.1 Press release dated December 19, 2002 announcing Sterling
Chemicals' emergence from bankruptcy and the execution of a
$100 million revolving credit facility.
*Exhibit 99.2 Unaudited pro forma consolidated financial statements of
operations for the year ended September 30, 2002, and
unaudited pro forma balance sheet as of September 30, 2002,
giving effect to the disposition of the pulp chemicals and
fibers businesses.
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# Incorporated by reference.
+ Previously filed.
* Filed herewith.