View:
===============================================================================
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):
September 25, 1995
_________________________________________
TEXACO INC.
(Exact name of registrant as specified in its charter)
Delaware 1-27 74-1383447
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification Number)
2000 Westchester Avenue, 10650
White Plains, New York (Zip Code)
(Address of principal executive offices)
(914) 253-4000
(Registrant's telephone number, including area code)
===============================================================================
Item 5. Other Events
- --------------------
1. On September 25, 1995, the Registrant announced it had signed an agreement
with Ethyl Corporation, a fuel and lubricant additives manufacturer, for
the sale of the Registrant's worldwide lubricant additives business for an
undisclosed price. The plan to sell the Registrant's lubricant additives
operations, which had been a division of Texaco Chemical Company (TCC),
was announced in December 1993 when it was separated from the sale of TCC
to Huntsman Corporation. At that time, the Registrant agreed to work with
Huntsman to determine if there was an appropriate third-party buyer or an
operating arrangement for the lubricant additives business. Subsequently,
in February 1995, the Registrant and Huntsman Corporation announced the
intention to form a joint venture to own and operate the lubricant
additives business. Those discussions now have been terminated. The sale
to Ethyl, which is subject to approval by appropriate regulatory agencies
and antitrust review under the Hart-Scott-Rodino Act, is expected to be
completed by the end of 1995.
In this connection, on September 25, 1995, the Registrant issued a press
release entitled "Texaco To Sell Worldwide Lubricant Additives Business To
Ethyl Corporation", a copy of which is attached hereto as Exhibit 99.1 and
made a part of hereof.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
- --------------------------------------------------------------------------
(c) Exhibits
99.1 Copy of press release issued by Texaco Inc. dated September 25,
1995, entitled "Texaco To Sell Worldwide Lubricant Additives Business To
Ethyl Corporation."
FDEB:bbm
PR8ksep25.wp
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.
TEXACO INC.
-----------------
(Registrant)
By: R. E. KOCH
---------------------
(Assistant Secretary)
Date: September 26,1995
-----------------
EXHIBIT 99.1
TEXACO TO SELL WORLDWIDE LUBRICANT ADDITIVES BUSINESS
-----------------------------------------------------
TO ETHYL CORPORATION
--------------------
FOR RELEASE: MONDAY, SEPTEMBER 25, 1995.
- ----------------------------------------
WHITE PLAINS, N.Y., Sept. 25 - Texaco Inc. announced today that it
has signed an agreement with Ethyl Corporation, a fuel and lubricant additives
manufacturer, for the sale of Texaco's worldwide lubricant additives business
for an undisclosed price.
The business is a major worldwide supplier of lubricating oil additives,
which are blended into automotive crankcase oil, transmission and hydraulic
fluids, gear oils, industrial engine oils and general industrial and metal
working oils. It owns, leases and operates manufacturing facilities in Port
Arthur, Texas, Ghent, Belgium, and Rio de Janeiro, Brazil, as well as sales
and marketing offices in strategic locations around the world.
Texaco Chairman and Chief Executive Officer Alfred C. DeCrane, Jr.,
stated, "This agreement, which divests a business that had been part of our
non-core chemical operations from Texaco's portfolio of oil and gas activities,
is another component of our plan for growth. Proceeds from this sale will be
applied to oil and gas opportunities where Texaco can achieve superior
investment returns and enhance shareholder value.
"In addition," DeCrane continued, "the agreement with Ethyl ensures that
Texaco's operations will have a stable supply of key lube additives at
competitive prices for our high-quality lubricant products, such as Havoline
Formula3 and Ursa motor oils."
The plan to sell Texaco's worldwide lubricant additives operations,
which had been a division of Texaco Chemical Company (TCC), was announced in
December 1993 when it was separated from the sale of TCC to Huntsman
Corporation, an affiliate of Jon M. Huntsman Group of Companies. At that time,
Texaco agreed to work with Huntsman to determine if there was an appropriate
third-party buyer or an operating arrangement for the lubricant additives
business.
In February 1995 Texaco and Huntsman Corporation announced the intention
to form a joint venture to own and operate Texaco's lubricant additives
business. Those discussions now have been terminated.
The sale to Ethyl, which is subject to approval by appropriate regulatory
agencies and antitrust review under the Hart-Scott-Rodino Act, is expected to
be completed by the end of this year.
- xxx -
CONTACTS: David J. Dickson 914-253-4128
Cynthia B. Michener 914-253-4743