Unassociated Document
UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON,
DC 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): September 2,
2009
PolyOne
Corporation
(Exact
Name of Registrant as Specified in Charter)
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Ohio
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1-16091
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34-1730488
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(State
or Other Jurisdiction
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(Commission
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(IRS
Employer
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of
Incorporation)
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File
Number)
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Identification
No.)
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PolyOne
Center
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33587
Walker Road, Avon Lake, Ohio
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44012
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(Address
of Principal Executive Offices)
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(Zip
Code)
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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 (see General
Instruction A.2. below):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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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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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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In
advance of upcoming investor conferences and meetings with industry
participants, PolyOne Corporation (the “Company”)
discloses the following:
Changes
to Retiree Health and Life Insurance
Except where contractual obligations
pre-exist, PolyOne has made the following changes to retiree life insurance
coverage and medical subsidies:
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·
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Effective
January 1, 2010, PolyOne’s self-insured medical plan for Medicare-eligible
retirees will be discontinued and retirees in the plan will be
transitioned to medical plans available from leading providers of Medicare
supplemental insurance. For affected retirees, PolyOne will
phase out all contributions to retiree healthcare costs through December
31, 2012.
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Effective
January 1, 2011, PolyOne will discontinue life insurance coverage for
retirees. Retirees with this benefit will have reduced coverage in 2010,
with an option to purchase extended
coverage.
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As a result of these announced changes,
the Company expects to reduce its post-retirement healthcare liability by an
estimated $63 million in the third quarter of 2009. The impact of this
plan change, net of an estimated $14 million of previously unrecognized plan
losses, will be amortized over the phase-out period resulting in an annual
expense reduction of approximately $15 million for 3.3 years. Separately,
an estimated $21 million pre-tax curtailment gain will be recorded during the
third quarter of 2009 for previously unrecognized service credits that existed
as of the date of plan adoption.
Payment
to the Company
During August, 2009, the Company
received $23.9 million from its former parent company, as partial reimbursement
for certain previously incurred environmental remediation costs. The
reimbursement will be recorded as a gain during the third quarter of
2009.
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 Company’s
post-retirement healthcare liability, unrecognized plan losses, expense
reductions and pre-tax curtailment gains. Specifically, all of the
amounts in this Current Report on Form 8-K relating to the changes to retiree
health and life insurance are estimates and are
therefore subject to change.
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.
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POLYONE
CORPORATION |
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By:
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/s/ Robert
M. Patterson |
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Name:
Robert M. Patterson |
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Title:
Senior
Vice President and Chief Financial Officer |
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Date: September 2,
2009