scl-8k_20150709.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):  07/09/2015

 

STEPAN COMPANY

(Exact name of registrant as specified in its charter)

 

Commission File Number:  1-4462

 

Delaware

  

36-1823834

(State or other jurisdiction of

  

(IRS Employer

incorporation)

  

Identification No.)

 

Edens and Winnetka Road, Northfield, Illinois 60093

(Address of principal executive offices, including zip code)

 

(847)446-7500

(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:

[  ]   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 July 9, 2015, Stepan Company ("Stepan") issued a press release announcing that it signed a long-term supply agreement with The Sun Products Corporation ("SUN") to supply SUN's anionic surfactant requirements for laundry in North America.  The agreement is expected to begin in the third quarter of 2015.  In addition, Stepan also announced that it reached an agreement to purchase select assets from SUN's Pasadena, Texas manufacturing site.  As part of this agreement, Stepan also received an exclusive two month real estate purchase option on SUN's property located in Pasadena, Texas.  The sale is expected to close in the third quarter of 2015 and is subject to customary closing conditions.  Financial terms of both transactions were not disclosed.  A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

 

Item 9.01.Financial Statements and Exhibits

 

(d)  Exhibits

       Exhibit Number: 99.1

       Description: Press Release of Stepan Company dated July 9, 2015



 

 

 

 

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.

 

 

 

 

 

 

 

STEPAN COMPANY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Date: July 13, 2015

 

 

 

By:

 

/s/ Kathleen Sherlock

 

 

 

 

 

 

 

 

Kathleen Sherlock

 

 

 

 

 

 

 

 

Assistant Secretary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

EXHIBIT INDEX

 

Exhibit No.

  

Description

   EX-99.1

  

Press Release of Stepan Company dated July 9, 2015

 

scl-ex991_201507096.htm

Exhibit 99.1

 

Stepan Signs Long-Term Surfactant Supply Agreement

and Asset Purchase Agreement

Northfield, Illinois, July 9, 2015 -- Stepan Company (NYSE: SCL) today reported that it signed a long-term supply agreement with The Sun Products Corporation (SUN).  Under this agreement Stepan will supply SUN’s anionic surfactant requirements for laundry in North America.  The agreement is expected to begin in the third quarter of 2015. Stepan will service this demand from its existing North American manufacturing assets.

 

Separate from the supply agreement, Stepan also reached an agreement to purchase select chemical manufacturing assets from SUN’s Pasadena, Texas manufacturing site.  The sale is expected to close in the third quarter and is subject to customary closing conditions. As part of this agreement Stepan also received an exclusive two month real estate purchase option on SUN’s property located in Pasadena, Texas. Financial terms of both transactions were not disclosed.  

 

“The supply agreement was made possible due to the strength of our sulfonation expertise and North American supply network, that provide SUN with multiple source locations and increased surfactant flexibility,” said F. Quinn Stepan, Jr., President and CEO of Stepan Company. “This agreement allows Stepan to significantly improve its North American capacity utilization.”  

 

“The asset acquisition will enable us to redeploy assets as needed to reduce future capital expenditures,” F. Quinn Stepan, Jr. continued.  “We are evaluating alternatives for the use of the land and will determine whether to exercise the purchase option on the land.”

 

Stepan Company Corporate Profile

 

Stepan Company is a major manufacturer of specialty and intermediate chemicals used in a broad range of industries.  Stepan is a leading producer of surfactants, which are the key ingredients in consumer and industrial cleaning compounds.  The Company is also a leading supplier of polyurethane polyols used in the expanding thermal insulation market and C.A.S.E. (Coatings, Adhesives, Sealants, and Elastomers) industries.  

 

Headquartered in Northfield, Illinois, Stepan utilizes a network of modern production facilities located in North and South America, Europe and Asia.  The common stock is traded on the New York Stock Exchange (NYSE) under the symbol SCL.  For more information about Stepan Company please visit the Company online at www.stepan.com.

 

About The Sun Products Corporation

 

The Sun Products Corporation, headquartered in Wilton, Connecticut, is a leading North American provider of laundry detergent, fabric softeners and other household products.  With annual net sales of approximately $2 billion, the Company’s portfolio of products are sold under well-known brands that include All, Snuggle, Wisk, Sun, Surf, and Sunlight.  In addition, Sun Products is the


manufacturing partner for many retailer brand laundry and dish products in North America.  For more information visit:  www.sunproductscorp.com.

 

Except for historical information, all other information in this news release consists of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected, anticipated or implied.  The most significant of these uncertainties are described in Stepan Company’s Form 10-K, Form 8-K and Form 10-Q reports and exhibits to those reports, and include (but are not limited to), prospects for our foreign operations, foreign currency fluctuations, certain global and regional economic conditions, the probability of future acquisitions and the uncertainties related to the integration of acquired businesses, the probability of new products, the loss of one or more key customer or supplier relationships, the costs and other effects of governmental regulation and legal and administrative proceedings, including the expenditures necessary to address and resolve environmental claims and proceedings, and general economic conditions.  These forward-looking statements are made only as of the date hereof, and Stepan Company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

 

Source:   Stepan Company

Contact:  Scott D. Beamer   (847) 446-7500