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): February 12, 2007
ARCH CHEMICALS, INC.
(Exact name of registrant as specified in its charter)
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Virginia | | 1-14601 | | 06-1526315 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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501 Merritt 7, Norwalk, CT | | 06851 |
(Address of principal executive offices) | | (Zip code) |
Registrant's telephone number, including area code: (203) 229-2900
(N/A)
(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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On February 12, 2007, the registrant released the results of operations and financial condition for the three and twelve months ended December 31, 2006. Attached as Exhibit 99, and incorporated herein by reference, is a copy of the registrant's earnings press release dated February 12, 2007.
Included in Exhibit 99 are references to the Company's income (loss) and earnings (loss) per share from continuing operations before cumulative effect of accounting change, which in some cases as noted in such Exhibit, exclude the effects of the impairment and other (gains) and losses recorded during the applicable periods of 2005 and 2006 and additionally in the case of 2006, a charge for the early termination of a supply contract. The Company believes that these non-GAAP financial measures provide comparative information to the original earnings guidance that was provided by the Company throughout the year and therefore is useful to the investment community. Reconciliations of these non-GAAP financial measures to what the Company believes is the most directly comparable U.S. GAAP financial measures are provided in such Exhibit. In addition, guidance for 2007 earnings per share from continuing operations excludes an estimated non-recurring gain. The Company believes this presentation provides guidance for comparison with historical performance.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
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| 99. | | Press Release, dated February 12, 2007. |
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.
Date: February 12, 2007
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| | ARCH CHEMICALS, INC. |
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| | By: | /s/ Louis S. Massimo |
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Name: Louis S. Massimo |
| | Title: Executive Vice President and Chief Financial Officer |
Exhibit Index
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Exhibit No. | | Description |
| 99. | | Press Release, dated February 12, 2007. |
