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): July 28, 2008
PolyOne
Corporation
(Exact
Name of Registrant as Specified in Charter)
|
|
Ohio
|
1-16091
|
34-1730488
|
|
| |
(State
or Other
Jurisdiction
of
Incorporation)
|
(Commission
File No.)
|
(I.R.S.
Employer
Identification
No.)
|
|
PolyOne
Center, 33587 Walker Rd.
Avon
Lake, Ohio 44012
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code:
(440)
930-1000
| |
N/A
|
|
| |
(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))
|
Item
2.05 Costs
Associated with Exit or Disposal Activities.
On
July
28, 2008, PolyOne Corporation (the “Company”) determined that it will close
certain production facilities, including seven in North America, and one in
the
United Kingdom,
resulting in a net reduction of approximately 150 positions.
The
following North American facilities will be closed: Commerce, California;
Macedonia, Ohio; Plaquemine, Louisiana; St. Peters, Missouri; Sussex, Wisconsin;
Valleyfield, Quebec, Canada. The facility in Bolton Lancashire, United Kingdom
and Building 452 of the Avon Lake, Ohio production facility will also be closed.
Production at the affected facilities, as well as certain manufacturing lines,
will be moved to a limited number of the Company’s more than 30 remaining
plants. While the final closing date for these facilities will depend on a
number of factors, the Company anticipates these facilities will be closed
by
March 31, 2009.
The
production facilities’ closings are part of the Company’s ongoing focus on both
the operational excellence and specialization components of its transformation
strategy. This realignment is designed to enable the Company to improve the
competitiveness of its operations and supply chain across many platforms and
businesses, consistent with current and anticipated customer requirements.
The
Company anticipates that it will incur approximately $31 million of charges
in
connection with this initiative, which are comprised of the
following:
|
|
· |
approximately
$13 million of cash charges, primarily for employee separation and
severance;
|
|
|
· |
approximately
$18 million of non-cash charges, primarily to write down property,
plant
and equipment to net realizable
value.
|
The
Company also expects to invest approximately $12 million in additional capital
expenditures at its remaining locations to support these changes.
This
Current Report on Form 8-K contains statements that are “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements give current expectations or forecasts
of
future events and are not guarantees of future performance. They are based
on
management’s expectations that involve a number of business risks and
uncertainties, any of which could cause actual results to differ materially
from
those expressed in or implied by the forward-looking statements. You can
identify these statements by the fact that they do not relate strictly to
historic or current facts. They use words such as “will,” “anticipate,”
“estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words
and terms of similar meaning in connection with any discussion of future
operating or financial performance and/or sales. In particular, these
forward-looking statements include statements regarding the anticipated future
charges and cash expenditures relating to the planned closure of eight
production facilities, as well as future performance and financial results.
Specifically, all of the charges in this Current Report on Form 8-K are
estimates and are therefore subject to change. Factors that could cause actual
results to differ materially include, but are not limited to:
|
|
· |
the
timing of the plant closings;
|
|
|
· |
separation
and severance amounts that differ from original estimates because
of the
timing of employee terminations;
|
|
|
· |
amounts
for non-cash charges relating to property, plant and equipment that
differ
from the original estimates because of the ultimate fair market value
of
such property, plant and equipment;
and
|
|
|
· |
amounts
required for capital expenditures at remaining locations changing
based on
the level of expenditures required to shift production
capacity.
|
We
cannot
guarantee that any forward-looking statement will be realized, although we
believe we have been prudent in our plans and assumptions. Achievement of future
results is subject to risks, uncertainties and inaccurate assumptions. Should
known or unknown risks or uncertainties materialize, or should underlying
assumptions prove inaccurate, actual results could vary materially from those
anticipated, estimated or projected. Investors should bear this in mind as
they
consider forward-looking statements.
We
undertake no obligation to publicly update forward-looking statements, whether
as a result of new information, future events or otherwise, except as required
by law. You are advised, however, to consult any further disclosures we make
on
related subjects in our reports on Form 10-Q, 8-K and 10-K that we provide
to
the Securities and Exchange Commission. You should understand that it is not
possible to predict or identify all risk factors. Consequently, you should
not
consider any list to be a complete set of all potential risks or
uncertainties.
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.
Date:
July 29, 2008
| |
|
|
| |
POLYONE
CORPORATION |
|
|
|
| |
By: |
/s/ Robert
M.
Patterson |
| |
|
| |
Name: Robert
M. Patterson
Title: Senior
Vice President and Chief Financial Officer
|