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): March 16, 2007 (March 15,
2007)
STERLING
CHEMICALS, INC.
(Exact name of registrant as specified
in its charter)
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| Delaware |
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000-50132 |
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76-0502785 |
(State or other jurisdiction of
incorporation) |
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(Commission
File No.) |
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(IRS Employer
Identification No.) |
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333 Clay Street,
Suite 3600
Houston, Texas
(Address of principal execute
offices) |
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77002-4109
(Zip Code) |
(713) 650-3700
(Registrant’s telephone number,
including area code)
Not
Applicable
(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:
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01
Entry into a Material Definitive Agreement.
On March 15, 2007, Sterling
Chemicals, Inc. (“Sterling”) and its wholly-owned subsidiary
Sterling Chemicals Energy, Inc. entered into a supplemental indenture (the
“Supplemental Indenture”) to the indenture governing Sterling’s
10% Senior Secured Notes due 2007 (“Notes”) following receipt of
the requisite consents of noteholders. The Supplemental Indenture amends the
indenture governing the Notes as well as the related security documents entered
into in connection with the indenture and the Notes. The Supplemental Indenture,
among other things, eliminates substantially all of the restrictive covenants
and certain events of default and repurchase rights in the event of certain
asset sales or changes of control and related provisions contained in the
indenture (the “Tender Offer”).
The amendments to the indenture and the
related security documents become effective at such time as the Notes are
accepted for purchase by Sterling pursuant to the Tender Offer.
A copy of the Supplemental Indenture is
filed as Exhibit 10.1 hereto and is incorporated herein by reference. The
description of the Supplemental Indenture contained herein is qualified in its
entirety by the full text of such exhibit.
Item 3.03
Material Modification to Rights of Security Holders.
See Item 1.01, which is
incorporated herein by reference, with respect to the execution of the
Supplemental Indenture dated March 15, 2007 to the indenture governing the
Notes.
Item 8.01
Other Events.
As of 5:00 p.m., New York City time, on
March 14, 2007 (the “Consent Date”), the last day and time
for holders to deliver their Notes pursuant to the tender offer and be eligible
to receive the consent payment of $2.50 per $1,000 in aggregate principal amount
of Notes tendered (the “Consent Payment”), holders of at least a
majority in aggregate principal amount of Notes had tendered their Notes
pursuant to the tender offer. Notes tendered prior to the Consent Date may no
longer be withdrawn and consents delivered prior to the Consent Date may no
longer be revoked.
Sterling has received the requisite
consents to execute and deliver the Supplemental Indenture, which was entered
into by the parties thereto on March 15, 2007. See Item 1.01.
Holders who validly tender their Notes
after the Consent Date and on or prior to the expiration of the tender offer,
which is scheduled to occur at 12:00 midnight, New York City time, on
March 28, 2007, will be eligible to receive the Tender Offer Consideration
(but not the Consent Payment), which is the principal amount of Notes plus the
accrued and unpaid interest on the Notes to, but not including, the payment
date, which is anticipated to be March 30, 2007 (promptly after expiration
of the tender offer).
Requests for documents may be directed
to Georgeson Inc., the Information Agent at (866) 835-1125. Questions regarding
the tender offer and consent solicitation may be directed to Sterling at
(713) 650-3700.