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
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| Date of Report (Date of Earliest Event Reported): | | September 6, 2007 |
ROHM AND HAAS COMPANY
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(Exact name of registrant as specified in its charter)
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| Delaware | 001-03507 | 23-1028370 |
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(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 100 Independence Mall West, Philadelphia, Pennsylvania | | 19106 |
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(Address of principal executive offices) | | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | | (215) 592-3000 |
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:
[ ] 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 1.01 Entry into a Material Definitive Agreement.
Credit Agreement Commitment Increase
Effective September 6, 2007, Rohm and Haas Company increased the aggregate amount of commitments related to their December 16, 2005 Five Year Credit Agreement from $500,000,000 to $750,000,000.
The December 16, 2005 Five Year Credit Agreement is with Citigroup Global Markets Inc., as lead arranger and bookrunner, and Citibank, N.A., as administrative agent for the Lenders, Bank Of America, N.A., JPMorgan Chase Bank, N.A. and Wachovia Bank, National Association, as co-syndication agents. The initial lenders are Citibank, N.A., Bank of America, N.A., JPMorgan Chase Bank, N.A., Wachovia Bank, National Association, Bank of Tokyo-Mitsubishi Trust Company, Sumitomo Mitsui Banking Corp., New York, Mellon Bank NA, Standard Chartered Bank, The Royal Bank Of Scotland Plc, ABN Amro Bank N.V., Banca Monte Dei Paschi Di Siena S.P.A., Barclays Bank, Plc., PNC Bank, National Association, Sanpaolo Imi S.P.A. and William Street Commitment Corporation. The original commitment s totaled $500,000,000.
Accelerated Share Repurchase Agreement
On September 10, 2007, Rohm and Haas Company executed an agreement with Goldman, Sachs & Co. to repurchase $1 billion of its outstanding common stock through an Accelerated Share Repurchase Program.
Under the agreement, Goldman will deliver to Rohm and Haas on September 11, 2007, 16.2 million shares, equal to 90 percent of the shares that would be repurchased at a price of $55.59. The initial number of shares will be adjusted within five to nine months based on the average price of Rohm and Haas Company shares during that five to nine month period. The company does not plan to make any additional stock repurchases during this period. This summary of the Agreement is qualified in its entirety by the Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and which is incorporated into this Item 1 by reference.
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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| | | ROHM AND HAAS COMPANY |
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| September 10, 2007 | | By: | | Jacques Croisetiere
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| | | | | Name: Jacques Croisetiere |
| | | | | Title: Executive Vice President, Chief Financial Officer |
Exhibit Index
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| Exhibit No. | | Description |
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|
1.1 | | Underwriting Agreement |
10.1 | | Accelerated Share Repurchase Agreement and Supplemental Information |
99.1 | | September 10, 2007 Press Release |
