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
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Date of Report (Date of earliest event reported)
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January 3, 2007 |
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A. SCHULMAN, INC.
(Exact name of registrant as specified in its charter)
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| Delaware
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0-7459
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34-0514850 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 3550 West Market Street, Akron, Ohio
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44333 |
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| (Address of principal executive offices)
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(Zip Code) |
(330) 666-3751
(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:
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 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.
See Item 7.01 below.
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On January 4, 2007, A. Schulman, Inc. (the “Company”) announced earnings for the Company’s
first quarter ended November 30, 2006. A copy of the press release announcing these results is
attached as Exhibit 99.1 hereto and incorporated by reference herein.
Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information in this
Item 2.02 is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that
section. Furthermore, the information in this Item 2.02 shall not be deemed to be incorporated by
reference into the filings of the Company under the Securities Act of 1933, as amended.
ITEM 3.03 MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS.
See Item 7.01 below.
ITEM 7.01 REGULATION FD DISCLOSURE
On January 3, 2007, the Company’s Board of Directors declared a regular cash dividend of
$0.145 per common share, payable February 1, 2007, to shareholders of record on January 19, 2007.
The Board of Directors also approved the payment of $0.01 per common share on February 1, 2007, to
shareholders of record on January 19, 2007, in redemption of the special stock purchase rights
previously issued to the Company’s shareholders pursuant to the Rights Agreement, dated as of
January 26, 2006 (the “Rights Agreement”), between the Company and National City Bank as Rights
Agent, thereby redeeming in full and canceling all such rights and terminating the Rights
Agreement.
Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information in this
Item 7.01 is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that
section. Furthermore, the information in this Item 7.01 shall not be deemed to be incorporated by
reference into the filings of the Company under the Securities Act of 1933, as amended.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
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Description |
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99.1
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Press Release, dated January 4, 2007, announcing earnings
results. |
2