NEU 8-K
Newmarket Corp (NEU)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.01 | Completion of Acquisition or Disposition of Assets |
On January 16, 2024, NewMarket Corporation (the “Company”) completed its previously announced acquisition from Coyote Ultimate Holdings, LLC (“Coyote”) of all issued and outstanding ownership units of AMPAC Intermediate Holdings, LLC (“Holdings”), the ultimate parent company of American Pacific Corporation (“AMPAC”), pursuant to the Securities Purchase Agreement entered into by the Company, Coyote and Holdings on December 1, 2023 (the “Purchase Agreement”). The Company satisfied the approximately $700 million purchase price with cash on hand and borrowings of approximately $690 million under its existing revolving credit facility.
AMPAC is the leading North American manufacturer of critical performance additives used in solid rocket motors for space launch and military defense applications. AMPAC also manufactures Halotron BrX, a clean and environmentally friendly fire extinguishing agent that replaces legacy high ozone-depleting fire extinguishing agents.
The foregoing description of the Purchase Agreement and the transaction contemplated thereby is qualified in its entirety by the full text of the Purchase Agreement, which is filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 4, 2023 and is incorporated herein by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of the Registrant. |
The information disclosed in Item 2.01 pertaining to borrowings under the Company’s existing revolving credit facility is incorporated herein by reference. For additional information concerning the Company’s revolving credit facility, see the disclosures concerning the facility in Note 14 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
| Item 9.01 | Financial Statements and Exhibits. |
(a) Financial Statements of Business Acquired
The financial statements required by this item will be filed by an amendment to this Current Report on Form 8-K no later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed.
(b) Pro Forma Financial Information
The pro forma financial information required by this item will be filed by an amendment to this Current Report on Form 8-K no later than 71 calendar days after the date this Current Report on Form 8-K is required to be filed.
SIGNATURE
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: January 22, 2024
| NEWMARKET CORPORATION | ||
| By: | /s/ William J. Skrobacz | |
| William J. Skrobacz | ||
| Vice President and Chief Financial Officer | ||