Printer Friendly

UNION CARBIDE TO COMPLETE SPIN-OFF OF PRAXAIR ON JUNE 30

 UNION CARBIDE TO COMPLETE SPIN-OFF OF PRAXAIR ON JUNE 30
 DANBURY, Conn., June 12 /PRNewswire/ -- Union Carbide Corporation's


("UCC") (NYSE: UK) board of directors today formally approved the distribution to its shareholders of all the stock of Praxair, Inc., the new name of its industrial gases business.
 The board set June 30, 1992, as the record date for the distribution. Union Carbide shareholders at the close of business on the record date will be issued one share of Praxair for each UCC share held. UCC shareholders will not be required to exchange their UCC stock to receive Praxair stock.
 On July 1, Praxair will be a separate public company, listed on the New York Stock Exchange (ticker symbol: PX). UCC will continue to be traded on the New York Stock Exchange (ticker symbol: UK). It is contemplated that, subject to the Securities and Exchange Commission declaring Praxair's information statement effective, the New York Stock Exchange will admit Praxair for trading on a "when-issued" basis on or about June 17 (ticker symbol: PXwi).
 Union Carbide said that it expects the current annual dividend of $1.00 per common share to be maintained in the aggregate, with UCC at an annual rate of $0.75 per share, and Praxair at an annual rate of $0.25 per share.
 The corporation also announced that:
 -- The $35.50 per share conversion price of the $345 million principal amount of 7 1/2 percent convertible subordinated debentures due 2012 will be reduced as of the close of business on June 30 to reflect the spin-off of Praxair. After the spin-off, the debentures will be convertible into a larger number of UCC common shares than at present.
 -- Holders of the convertible preferred stock in the Employee Stock Ownership Plan (ESOP) will not receive the distribution of Praxair shares. Additional ESOP shares will be issued and the conversion price, liquidation price and annual dividend rate of the preferred stock in the ESOP will be reduced as of June 30 to reflect the spin-off of Praxair. To reduce dilution of the common stock after the spin-off, UCC bought back 7.5 million shares of the preferred stock from the ESOP trustee on April 27.
 -- All participants enrolled in UCC's dividend reinvestment and stock purchase plan will automatically be enrolled in Praxair's dividend reinvestment and stock purchase plan. Participants will receive a revised UCC prospectus and, shortly thereafter, a Praxair prospectus.
 The Internal Revenue Service has advised UCC that the spin-off is tax free for Federal income tax purposes to UCC and its shareholders. Union Carbide shareholders will be mailed an information statement concerning Praxair as soon as the statement is declared effective by the Securities and Exchange Commission. This is expected shortly. As of May 31, Union Carbide had about 128.6 million common shares outstanding and about 60,000 shareholders of record.
 As previously announced, Danbury Buildings, Inc., owner and lessor of the corporation's headquarters, has instituted a suit in Florida state court seeking one of the following alternatives: to enjoin the spin-off of Praxair, Inc.; to rescind the 1986 sale by Union Carbide of the Danbury headquarters building; or to make Praxair jointly and severally responsible for the entire lease with UCC. The court has not acted on the plaintiff's request for preliminary injunctive relief against the spin-off. Union Carbide has been advised by counsel that the lawsuit is without merit.
 Union Carbide Corporation is a highly focused basic chemicals company with many of the industry's most advanced process technologies and some of the most efficient large-scale chemical production facilities found anywhere in the world. UCC had sales of nearly $5 billion in 1991 (excluding Praxair sales).
 Union Carbide is:
 -- Among the largest manufacturers of polyethylene, the world's most widely used plastic, and the technology leader in this industry.
 -- The world's largest producer of ethylene oxide and its derivatives, including ethylene glycol, used for polyester fiber, resin and film, automotive antifreeze and other products.
 -- The leading North American supplier of solvents and intermediates to the paint and coatings industry.
 Praxair is the largest supplier of industrial gases in North and South America and one of the largest worldwide. The company also is a major supplier of metallic and ceramic coatings to many industries. Worldwide sales in 1991 were $2.5 billion.
 -0- 6/12/92
 /CONTACT: Tomm F. Sprick of Union Carbide, 203-794-6992/
 (UK) CO: Union Carbide Corporation ST: Connecticut IN: CHM SU:


TQ -- NY045 -- 9682 06/12/92 12:42 EDT
COPYRIGHT 1992 PR Newswire Association LLC
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1992 Gale, Cengage Learning. All rights reserved.

Article Details
Printer friendly Cite/link Email Feedback
Publication:PR Newswire
Date:Jun 12, 1992
Words:746
Previous Article:SYMIX ANNOUNCES A NEW ENTERPRISE SOLUTION PACKAGE AND USER-BASED PRICING
Next Article:LOW WATER LEVELS AFFECTING ALL OF WASHINGTON, WASHINGTON STATE DEPARTMENT OF ECOLOGY SAYS
Topics:


Related Articles
UNION CARBIDE INDUSTRIAL GASES SELLS MAJORITY INTEREST IN GAS TECH FORMER LINDE GASES OF MIDWEST SOLD TO EMPLOYEES
UNION CARBIDE CHALLENGES HEADQUARTERS SUIT
UNION CARBIDE SETTLES HEADQUARTERS LAWSUIT
UNION CARBIDE REPORTS INCREASE IN 2ND QUARTER INCOME
UNION CARBIDE DECLARES 301ST CONSECUTIVE DIVIDEND
W. H. JOYCE ELECTED UNION CARBIDE PRESIDENT; BOARD ANNOUNCES REPURCHASE PROGRAM; APPROVES MANAGEMENT STOCK OWNERSHIP REQUIREMENTS
UNION CARBIDE REPORTS FIRST QUARTER RESULTS
UNION CARBIDE COMPLETES SALE OF ORGANOSILICON BUSINESS TO DLJ MERCHANT BANKING PARTNERS FOR $300 MILLION
UNION CARBIDE REPORTS SECOND QUARTER NET INCOME OF $38 MILLION COMPANY RAISES COST REDUCTION GOAL TO $575 MILLION
Dow Completes Merger With Union Carbide; Announces Amounts and Record Dates for Pro Rata Dividends.

Terms of use | Copyright © 2017 Farlex, Inc. | Feedback | For webmasters