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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) April 19, 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 that stockholders today approved previously announced
agreements with the OxyChem division of The Occidental Petroleum Corporation
authorizing formation of a joint venture of the two companies' polyvinyl
chloride (PVC) resin businesses and other related transactions.
Item 7(c). Financial Statements, Pro Forma Financial Information and Exhibits
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Exhibit 99.1 Press Release of April 19, 1999 announcing stockholder approval of
previously announced agreements with the OxyChem division of The 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 April 20, 1999
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EXHIBIT 99.1
GEON STOCKHOLDERS APPROVE OXYCHEM AGREEMENTS;
FORMATION OF RESIN JOINT VENTURE EXPECTED MAY 1
CLEVELAND, OHIO - April 19, 1999 - The Geon Company (NYSE: GON) announced that
stockholders today approved previously announced agreements with the OxyChem
division of The Occidental Petroleum Corporation authorizing formation of a
joint venture of the two companies' polyvinyl chloride (PVC) resin businesses
and other related transactions.
Approval of Geon stockholders was the final step required for formation of the
joint venture, Oxy Vinyls, LP (OxyVinyls), which is expected by May 1.
Previously, the agreements underwent federal government review and were approved
by the boards of directors of both Geon and Occidental Petroleum.
Geon had scheduled today's special stockholder meeting after mailing a special
proxy solicitation to all stockholders of record as of March 23, 1999.
Geon will own 24 percent and OxyChem 76 percent of OxyVinyls, which will be
North America's largest and the world's third-largest PVC producer. In addition
to the PVC resin operations, the joint venture will combine the partners' vinyl
chloride monomer (VCM) businesses and related operations, and will include
OxyChem's chlor-alkali complex in Houston.
As part of the agreements, Geon will acquire OxyChem's compound and vinyl film
businesses in Burlington, New Jersey, and will create another, smaller joint
venture for dry blend compounding. Geon also will receive $110 million in cash
and/or cash equivalents, and will transfer $185 million in debt obligations to
OxyVinyls.
The Geon Company is a leading North American-based polymer services and
technology company with operations in PVC compounds, specialty PVC resins and
other value-added products and services. Headquartered in Avon Lake, Ohio, The
Geon Company and its subsidiaries employ more than 2,400 people and have 24
manufacturing plants in the United States, Canada, England and Australia, and
joint ventures in the United States, Canada, England, Australia and Singapore.
Information on the Company's products and services, as well as news releases,
EDGAR filings, Form 10-K, 10-Q, etc., are available on the Internet at
http://www.geon.com.
