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): October 5, 1999
ASHLAND INC.
(Exact name of registrant as specified in its charter)
Kentucky
(State or other jurisdiction of incorporation)
1-2918 61-0122250
(Commission File Number) (I.R.S. Employer
Identification No.)
50 E. RiverCenter Boulevard, Covington, Kentucky 41012-0391
(Address of principal executive offices) (Zip Code)
P.O. Box 391, Covington, Kentucky 41012-0391
(Mailing Address) (Zip Code)
Registrant's telephone number, including area code (606) 815-3333
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Item 5. Other Events
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On October 5, 1999 Ashland Inc. announced that it was making progress
on its study to explore strategic alternatives for its investment in
Arch Coal, Inc. and that at this point, a tax-free spin-off to its
shareholders would seem to be its preferred alternative. Ashland also
announced that it has submitted a proposal to Arch Coal and has
begun discussions with a special committee of the Arch Coal Board of
Directors regarding such a spin-off transaction. Such a spin-off
would be subject, among other things, to a negotiated agreement with the
special committee of the Arch Coal Board of Directors, approval by the
Arch Coal shareholders, a favorable ruling from the Internal Revenue
Service and approval of Ashland's Board of Directors. There can be no
assurance that an agreement with the special committee of the Arch Coal
Board of Directors will be reached or that the necessary approvals of
the Arch Coal shareholders and the Ashland Board of Directors will be
obtained or that a favorable ruling from the Internal Revenue Service
will be obtained. Even if an agreement is reached and such conditions
are met, Ashland anticipates that it will be several months before a
spin-off could be consummated. The foregoing summary of the attached
press release is qualified in its entirety by the complete text of such
document, a copy of which is attached hereto as Exhibit 99.1.
This potential spin-off would represent another step in
Ashland's continuing efforts to improve the Company's
profitability and enhance returns to its shareholders by focusing
the Company on its wholly-owned road construction, specialty
chemicals, distribution and Valvoline motor oil businesses. Over
the past three years, Ashland has sold its oil exploration and
production business and completed the refining and marketing
joint venture with Marathon Oil Company, known as Marathon
Ashland Petroleum LLC ("MAP"). As previously disclosed in a Form
8-K dated January 1, 1998, Ashland's ownership interest in MAP is
subject to an arrangement which permits Ashland to put its interest
in MAP to Marathon Oil Company and Marathon Oil Company to call
Ashland's interest in MAP, in each case at any time after December 31,
2004. Ashland is reviewing its alternatives with respect to an earlier
change in its ownership in MAP. Any change in Ashland's ownership
interest in MAP prior to December 31, 2004 would require the consent
of Marathon Oil Company.
Item 7. Financial Statements and Exhibits
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(c) Exhibits
99.1 Press Release dated October 5, 1999.
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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 thereunto duly authorized.
ASHLAND INC.
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(Registrant)
Date: October 6, 1999 /s/ David L. Hausrath
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Name: David L. Hausrath
Title: Vice President and
General Counsel
<PAGE>
Exhibit Index
Exhibit No.
99.1 Press Release dated October 5, 1999.
FOR ADDITIONAL INFORMATION:
Stan Lampe
(606) 815-4061
FOR IMMEDIATE RELEASE
October 5, 1999
Ashland Inc. CEO discusses
Arch Coal investment options
Covington, Ky. - In an interview with a national reporter, Ashland Inc.
(NYSE:ASH) Chairman and Chief Executive Officer Paul W. Chellgren
indicated that the company was making progress on its study to explore
strategic alternatives for its investment in Arch Coal, Inc. (NYSE: ACI),
a St. Louis-based company.
"At this point, a tax-free spin to our shareholders would seem to
be our preferred path," Chellgren said. "However, we cannot take such
action unilaterally, and so we have begun discussions with a special
committee of the Arch Coal board. It will require a negotiated agreement
with that special committee, as well as approval by the Arch shareholders,
and a favorable ruling from the Internal Revenue Service. It could take
several months to complete this process," he concluded.
On June 22, Ashland announced that it had retained the investment
banking firm of Goldman Sachs to assist in the search for alternatives for
its investment in Arch Coal. Ashland owns 58-percent of Arch.
Ashland Inc. (NYSE:ASH) is a diversified company with wholly owned
operations in distribution, specialty chemicals, motor oil and car care
products, and highway construction. Ashland Distribution Company is the
largest distributor of chemicals, plastics and fiber reinforcements in
North America, a leading distributor of fine ingredients in North America,
and a leading Pan-European distributor of plastics. Ashland Specialty
Chemical Company is a leading, worldwide supplier of specialty chemicals.
Valvoline's major consumer brands include Valvoline-R- motor oils, Eagle
One-R- appearance products, Zerex-R- antifreeze, Pyroil-R- Performance
Products and Valvoline SynPower-R- automotive chemicals. APAC is the
nation's largest highway contractor with operations in 14 southern and
midwestern states. Ashland also has a 38-percent equity interest in
Marathon Ashland Petroleum LLC and a 58-percent equity interest in Arch
Coal, Inc. (NYSE:ACI). Ashland's Internet address is http://www.ashland.com.
