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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) February 2, 1999
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THE GEON COMPANY
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(Exact name of registrant as specified in charter)
Delaware 1-11804 34-1730488
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
One Geon Center, Avon Lake, Ohio 44012
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 440-930-1001
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Not Applicable
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(Former name or former address, if changed since last report.)
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Item 5. Other Events
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The Geon Company announced today that the Federal Trade Commission
(FTC) has closed its inquiry into the joint ventures planned between Geon and
Occidental Chemical Corporation (OxyChem), a subsidiary of Occidental Petroleum
Corporation. Closing of the inquiry means Geon and OxyChem are able to proceed
with the joint venture transactions.
Item 7(c). Financial Statements, Pro Forma Financial Information and Exhibits
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Exhibit 99.1 Press Release of February 2, 1999 announcing that the Federal Trade
Commission (FTC) has closed its inquiry into the joint ventures planned between
Geon and Occidental Chemical Corporation, a subsidiary of Occidental Petroleum
Corporation.
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.
THE GEON COMPANY
By \s\ Gregory L. Rutman
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Secretary
Dated February 4, 1999
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EXHIBIT 99.1
GEON, OXYCHEM JOINT VENTURES
GET FEDERAL TRADE COMMISSION CLEARANCE
CLEVELAND, OHIO -FEBRUARY 2, 1999 - The Geon Company (NYSE: GON) announced today
that the Federal Trade Commission (FTC) has closed its inquiry into the joint
ventures planned between Geon and Occidental Chemical Corporation (OxyChem), a
subsidiary of Occidental Petroleum Corporation (NYSE: OXY). Closing of the
inquiry means Geon and OxyChem are able to proceed with the joint venture
transactions.
FTC review was just one step in the formation of the joint ventures. Geon and
OxyChem completed definitive agreements and Geon's board of directors approved
the agreements on December 22, 1998. The next steps are review of the proxy by
the Securities and Exchange Commission, approval by Geon shareholders and
approval by the board of directors of Occidental Petroleum Corporation.
Geon anticipates closing the transactions by the end of the first quarter of
1999.
Geon and OxyChem are forming a joint venture that will combine all of Geon's
polyvinyl chloride (PVC) suspension/mass resin and vinyl chloride monomer (VCM)
facilities with OxyChem's PVC suspension/mass resin and VCM facilities and its
Houston chlor-alkali complex. The joint venture, to be named Oxy Vinyls, LP (Oxy
Vinyls), will be owned 76 percent by OxyChem and 24 percent by Geon.
Geon will acquire OxyChem's PVC compounding and flexible vinyl film businesses
located at Burlington, New Jersey, and OxyChem's pellet compounding businesses
in Pasadena, Texas. In addition, the two companies will form a separate joint
venture in PVC powder compounding, to be owned 90 percent by Geon and 10 percent
by OxyChem. Included in the powder joint venture are OxyChem's Pasadena, Texas,
powder compounding plant and Geon's Plaquemine, Louisiana, plant.
The Geon Company is a leading North American-based polymer service and
technology company with operations in PVC compounds, specialty PVC resins and
other value-added products and services, as well as in PVC resins. Headquartered
in Avon Lake, Ohio, The Geon Company and its subsidiaries employ over 2,400
people and have 24 manufacturing plants in the United States, Canada, England
and Australia and joint ventures in the United States, England, Australia and
Singapore. Geon recorded revenues of $1.28 billion for the year ended December
31, 1998. Information on the Company's products and services, as well as news
releases, EDGAR filings, Form 10-K, 10-Q, etc. is available on the Internet at
http://www.geon.com.
