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): March 21, 2011
Constar International Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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001-01982
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13-1889304 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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One Crown Way
Philadelphia, PA
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19154-4599 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (215) 552-3700
Not Applicable
(Former name or former address, if changed since last report.)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 7.01 |
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Regulation FD Disclosure. |
On March 21, 2011 Constar International Inc. (the Company ) and certain of its affiliates
(collectively, the Debtors ) filed their unaudited combined monthly operating reports for the
periods January 11, 2011 (Petition Date) through January 31, 2011, and from February 1, 2011
through February 28, 2011, (the Operating Reports ) with the United States Bankruptcy Court for
the District of Delaware (the Bankruptcy Court ). Copies of the Operating Reports are attached as
Exhibits 99.1 and 99.2 to this Current Report on Form 8-K.
The Operating Reports are limited in scope, cover a limited time period and have been prepared
solely for the purpose of complying with reporting requirements of the Bankruptcy Court and the
Bankruptcy Code, 11 U.S.C. §§ 101-1532 (the Bankruptcy Code ). The financial information
contained in the Operating Reports is preliminary and unaudited and does not purport to show the
financial statements of any of the Debtors in accordance with accounting principles generally
accepted in the United States of America ( GAAP ) and, therefore, may exclude items required by
GAAP, such as certain reclassifications, eliminations, accruals and disclosure items. The Company
cautions readers not to place undue reliance on the Operating Reports. The Operating Reports may be
subject to revision. The Operating Reports are in a format required by the Bankruptcy Court and the
Bankruptcy Code and should not be used for investment purposes. The information in the Operating
Report should not be viewed as indicative of future results.
A copy of the Disclosure Statement is available at http://www.kccllc.net/constar.
The information in this Item 7.01 to Current Report on Form 8-K (including Exhibits 99.1 and 99.2)
are being furnished for informational purposes only and shall not be deemed to be filed for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act) or
otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by
reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
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Item 9.01 |
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Financial Statements and Exhibits. |
(c) Exhibits.
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Exhibit 99.1
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Operating Report for the period January 11 (Petition Date), 2011 through January
31, 2011. |
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Exhibit 99.2
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Operating Report for the period February 1, 2011 through February 28, 2011. |
Forward-looking statements
This Current Report on Form 8-K (including the exhibits) may contain forward-looking statements
within the meaning of the federal securities laws, including statements regarding the intent,
belief or current expectations of the Company and its management which are made with words such as
will, expect, believe, and similar words. These forward-looking statements involve a number
of risks, uncertainties and other factors, which may cause the actual results to be materially
different from those expressed or implied in the forward-looking statements. Important factors that
could cause the actual results of operations or financial condition of the Company to differ from
expectations include: (i) the Companys ability to continue as a going concern; (ii) the ability of
the Company to operate pursuant to the terms of any debtor-in-possession credit facility; (iii) the
Companys ability to obtain court approval with respect to motions in the Chapter 11 Cases; (iv)
the ability of the Company to develop, confirm and consummate one or more plans of reorganization
with respect to the Chapter 11 Cases; (v) risks associated with third parties seeking and obtaining
court approval to terminate or shorten the exclusivity period for the Company to propose and
confirm one or more plans of reorganization, for the appointment of a Chapter 11 trustee or to
convert the cases to Chapter 7 cases; (vi) the ability of the Company to obtain and maintain normal
terms
with vendors and service providers; (vii) the Companys ability to maintain contracts that
are critical to its
operations; (viii) the potential adverse impact of the Chapter 11 Cases on the Companys liquidity
or results of operations; (ix) the ability of the Company to fund and execute its business plan;
(x) the ability of the Company to attract, motivate and/or retain key executives and employees; and
(xi) other risks and factors regarding the Company identified from time to time in the Companys
reports filed with the SEC, including the risk factors identified in its Annual Report on Form 10-K
for the year ended December 31, 2009, and in subsequent filings made prior to, on or after today.
The Company does not intend to review, revise, or update any particular forward-looking statements
in light of future events.
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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Dated: March 25, 2011 |
CONSTAR INTERNATIONAL INC.
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By: |
/S/ J. MARK BORSETH
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Name: |
J. Mark Borseth |
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Title: |
Executive Vice President
and Chief Financial Officer |
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