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) April 16, 1999 --------------- Albemarle Corporation ------------------------------------------------------ (Exact name of registrant as specified in its charter) Virginia 1-12658 54-1692118 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 330 South Fourth Street, Richmond, Virginia 23219 ---------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (804) 788-6000 ---------------------- Item 5. Other Events. On March 8, 1999, Albemarle Corporation (the "Company") announced that it will offer to acquire the outstanding shares of Albright & Wilson plc, headquartered in London, tendering for shares at 130 pence or about $2.08 per share. On April 13, 1999, ISPG PLC offered to acquire the outstanding shares of Albright & Wilson for a price of 145 pence per share. ISPG is a wholly owned subsidiary of Donau Chemic AG, a private Austrian company, and was formed as a result of a cooperation between Donau Chemic and Rhodia, a French company 68.2% owned by Rhone-Poulenc. On April 16, 1999, the Company announced that it will increase its offer to acquire the outstanding shares of Albright & Wilson to 160 pence or about $2.58 per share. The Company currently holds 18.6 percent of the shares of Albright & Wilson. A copy of the press release issued by the Company on April 16, 1999, is attached hereto as Exhibit 99. Item 7. Exhibits. Exhibit 99 Press Release of Albemarle Corporation dated April 16, 1999. -2- 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 thereunto duly authorized. ALBEMARLE CORPORATION (Registrant) Date: April 19, 1999 By: /s/ E. Whitehead Elmore -------------------------------------- Name: E. Whitehead Elmore Title: Senior Vice President -3- Exhibit Index Exhibit 99 Press Release of Albemarle Corporation dated April 16, 1999. -4-