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): May 30, 2013
POLYONE CORPORATION
(Exact Name of Registrant as Specified in 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)) |
| Item 2.01. | Completion of Acquisition or Disposition of Assets. |
On May 30, 2013, PolyOne Corporation (“PolyOne”), an Ohio corporation, completed its previously announced divestment of its vinyl dispersion, blending and suspension resin business (the “Resin Business”) pursuant to the Asset Purchase Agreement (the “Agreement”), by and between PolyOne and Mexichem Specialty Resins Inc. (“Mexichem”), a Delaware corporation and wholly owned subsidiary of Mexichem, S.A.B. de C.V., dated as of March 25, 2013. Pursuant to the Agreement, Mexichem paid PolyOne the purchase price of $250.0 million, subject to a working capital adjustment.
The unaudited pro forma condensed combined financial information of PolyOne giving effect to the divestment of the Resin Business, together with the related notes thereto, is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
(b) Pro Forma Financial Information.
The following unaudited pro forma financial information is filed as Exhibit 99.1 to this Current Report and is incorporated herein by reference:
| • | Unaudited Pro Forma Condensed Combined Balance Sheet as of March 31, 2013; |
| • | Unaudited Pro Forma Condensed Combined Statements of Income for the years ended December 31, 2012, 2011 and 2010; and |
| • | Notes to the Unaudited Pro Forma Condensed Combined Financial Statements. |
(d) Exhibits.
| Exhibit |
Description | |
| 99.1 | Unaudited Pro Forma Financial Statements of PolyOne. | |
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.
| POLYONE CORPORATION | ||||
| By: | /s/ Richard J. Diemer, Jr. | |||
| Name: | Richard J. Diemer, Jr. | |||
| Title: | Senior Vice President and Chief Financial Officer | |||
Date: June 4, 2013
INDEX TO EXHIBITS
| Number |
Exhibit | |
| 99.1 | Unaudited Pro Forma Financial Statements of PolyOne Corporation. | |