UNITED
STATES
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
December
31, 2010
Date of
Report (Date of earliest event reported)
QUAKER
CHEMICAL CORPORATION
(Exact
name of Registrant as specified in its charter)
Commission
File Number 001-12019
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PENNSYLVANIA
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No.
23-0993790
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(State
or other jurisdiction of
incorporation
or organization)
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(I.R.S.
Employer
Identification
No.)
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One
Quaker Park
901
E. Hector Street
Conshohocken,
Pennsylvania 19428
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(Address
of principal executive offices)
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(Zip
Code)
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(610)
832-4000
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(Registrant’s
telephone number, including area code)
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Not
Applicable
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(Former
name or former address, if changed since last
report)
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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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
INFORMATION
TO BE INCLUDED IN THE REPORT
Item
1.01. Entry
into a Material Definitive Agreement.
Summit is
a 47-employee, North American manufacturer and distributor of specialty greases
and lubricants. Summit’s proprietary formulations encompass a broad
spectrum of specialty greases which are sold through major grease
distributors. Additionally, it is a sole supplier of several products
utilized in military applications. Summit also performs grease toll
manufacturing for third parties and will operate as a stand-alone subsidiary of
Company. Included in the transaction are Summit’s commercial
operations and two manufacturing operations located in Batavia, New
York.
The
Agreement contains customary representations, warranties and covenants made by
the Company and Summit. Quaker funded the acquisition, which closed
on December 31, 2010, through available cash balances and borrowings from its
revolving credit facility.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits
The
following exhibit is included as part of this report.
Exhibit
No.
99.1 Press
Release of Quaker Chemical Corporation dated January 3, 2011.
-2-
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.
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QUAKER
CHEMICAL CORPORATION
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||||
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Date: January
3, 2011
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By:
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/s/
Mark A. Featherstone
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Mark
A. Featherstone
Vice
President and
Chief
Financial Officer
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||||
-3-
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For
Release:
Immediate
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NEWS
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Contact:
Mark
A. Featherstone
Vice
President and
Chief
Financial Officer
610-832-4160
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QUAKER
CHEMICAL ACQUIRES SUMMIT LUBRICANTS INC.
Quaker
becomes a leading specialty grease provider in the U.S.
CONSHOHOCKEN, PA (January 3,
2011) – Quaker Chemical Corporation (NYSE:KWR) announced today that it
has acquired Summit Lubricants Inc., a leading specialty grease manufacturer
(“Summit Lubricants”), effective December 31, 2010. The purchase price of $30
million approximates Summit Lubricants’ anticipated 2011 net
sales. The acquisition is expected to be accretive to earnings in
2011.
Summit
Lubricants is a North American manufacturer and distributor of specialty greases
and lubricants whose proprietary formulations encompass a broad spectrum of
specialty greases which are sold through major grease distributors and utilized
in military applications. Summit Lubricants also performs grease toll
manufacturing for third parties and will operate as a stand-alone subsidiary of
Quaker. Included in the transaction are Summit Lubricants’ commercial
operations and two manufacturing operations located in Batavia, New
York.
Michael
F. Barry, Chairman, CEO and President, commented, “Summit Lubricants is an
excellent strategic fit for Quaker as it is complementary to our existing
business. Since its founding 20 years ago, Summit Lubricants has earned a
reputation as a premier quality lubricant and grease manufacturer. Summit is
currently in the process of increasing its manufacturing capacity more than
twofold. In addition to Summit’s ability to grow its business through
its current customer base, we are excited at the prospect of offering Summit’s
complementary product line to our existing customers both in the U.S. and
globally.”
For more
information on Quaker Chemical Corporation, please visit www.quakerchem.com.
For more
information on Summit Lubricants, Inc., please visit www.summitlubricants.com.
# # #
Quaker
Chemical Corporation is a leading global provider of process chemicals, chemical
specialties, services, and technical expertise to a wide range of industries –
including steel, automotive, mining, aerospace, tube and pipe, coatings and
construction materials. Quaker’s products, technical solutions, and
chemical management services enhance customers’ processes, improve product
quality, and lower costs. Quaker’s headquarters is located near
Philadelphia in Conshohocken, Pennsylvania.
