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
Date of Report (Date of Earliest Event Reported): June 26, 2003
Crompton Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-30270 52-2183153
(State or other (Commission (IRS Employer
Jurisdiction File Number) Identification
of Incorporation) Number)
199 Benson Road, Middlebury, Connecticut 06749
(Address of Principal Executive Offices) (Zip Code)
(203) 573-2000
(Registrant's Telephone Number, Including Area Code)
Item 5. Other Events and Regulation FD Disclosure
Crompton Corporation announced today that it has entered
into amendments of its five-year domestic credit facility as well
as its Euribor loan (55 million Euro) to provide additional short-
term flexibility pending the closing of its previously announced
transaction with General Electric Company. On June 19, 2003,
Crompton announced the expiration of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act with respect to the
transaction. The transaction is still subject to contractual
conditions and other regulatory clearances and is expected to
close in the third quarter.
The amendment of the five-year domestic credit facility
modifies the leverage ratio covenant. In addition, Crompton will
reduce the total amount available under the credit facility from
$400 million to $300 million upon closing of the transaction with
General Electric. The amendment to the Euribor loan extends the
maturity date from July 7, 2003 to September 30, 2003.
A copy of the amendment to the five-year domestic credit
facility and a press release describing the amendments are
attached as exhibits hereto and are incorporated by reference
herein.
Item 7. Financial Statements and Exhibits.
* * *
(c) Exhibits.
Exhibit Number Exhibit Description
99.1 Press Release, dated
June 26, 2003
99.2 Fourth Amendment dated as of
June 20, 2003 to the Five-Year
Credit Agreement dated as of
October 28, 1999, by and among the
Registrant, certain subsidiaries of
the Registrant, various banks,
JPMorgan Chase Bank (formerly known
as The Chase Manhattan Bank), as
Syndication Agent, Citicorp USA,
Inc. (as successor to Citibank,
N.A. in its capacity as
Administrative Agent), as
Administrative Agent, and Bank of
America, N.A. and Deutsche Bank
Securities Inc. (formerly known as
Deutsche Bank Alex Brown Inc.) as
Co-Documentation Agents.
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 duly authorized.
Crompton Corporation
(Registrant)
By: /s/Barry J. Shainman
Name: Barry J. Shainman
Title: Secretary
Date: June 26, 2003
Exhibit Index
Exhibit Number Exhibit Description
99.1 Press Release, dated June 26, 2003
99.2 Fourth Amendment dated as of June 20, 2003
to the Five-Year Credit Agreement
dated as of October 28, 1999, by and among
the Registrant, certain subsidiaries of
the Registrant, various banks,
JPMorgan Chase Bank (formerly known
as The Chase Manhattan Bank), as
Syndication Agent, Citicorp USA,
Inc. (as successor to Citibank,
N.A. in its capacity as
Administrative Agent), as
Administrative Agent, and Bank of
America, N.A. and Deutsche Bank
Securities Inc. (formerly known as
Deutsche Bank Alex Brown Inc.) as
Co-Documentation Agents.