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): November 5, 2007 (August 8,
2007)
Chemtura
Corporation
(Exact
name of registrant as specified in its charter)
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Delaware
(State
or other jurisdiction
of
incorporation)
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1-15339
(Commission
file number)
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52-2183153
(IRS
employer identification
number)
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199
Benson Road, Middlebury, Connecticut
(Address
of principal executive offices)
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06749
(Zip
Code)
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(203)
573-2000
(Registrant's
telephone number, including area code)
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 (see General Instruction A.2. below):
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))
Item
4.02
(a) Non-Reliance on Previously Issued Financial Statements or a Related
Audit
Report or Completed Interim Review.
On
October 31, 2007, authorized officers of the Registrant concluded that
the
Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007
should no longer be relied upon because of an error in such financial statements
as addressed in Statement of Financial Accounting Standards No. 154, “Accounting
Changes and Error Corrections.”
In
the
second quarter of 2007 and the six months then ended, certain international
restructuring charges were classified as domestic charges for the purposes
of
computing the Registrant’s second quarter income tax provision. As the
Registrant has established a valuation allowance against the tax benefits
associated with the Registrant’s year to date 2007 domestic (U.S.) net operating
losses, the Registrant inaccurately established a tax valuation allowance
for
the restructuring charges and overstated income tax expense. The impact
to
correct this error in the Registrant’s consolidated financial statements for the
second quarter of 2007 and the six months then ended, is a reduction of
$10
million to income tax expense and net loss, or $0.04 per diluted share.
The
Registrant will amend its Form 10Q for the quarter ended June 30, 2007,
which
will be filed under separate cover, to reflect the correction of this
error.
As
previously disclosed by the Registrant in prior 1934 Act filings, management
has
concluded that the Registrant’s disclosure controls and procedures are not
effective as a result of an unremediated material weakness associated with
not
maintaining adequate resources relating to management’s oversight and review
over income taxes. The Registrant is continuing to enhance its processes
and
personnel resources to ensure the timely and effective review and management
oversight over income tax accounts.
Authorized
officers of the Registrant discussed with the Registrant’s independent
registered public accountant the matters disclosed in the filing pursuant
to
this Item 4.02(a).
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 hereunto
duly authorized.
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Chemtura
Corporation
(Registrant)
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By: |
/s/
Barry J. Shainman |
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Name:
Barry J. Shainman |
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Title:
Vice President and Secretary
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