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TPC GROUP INC. Form 8-K: Current report

TPC GROUP INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2012-12-26: Form 8-K; Period of report 2012-12-20; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.03.
  • 2012-12-26: Form 8-K; Period of report 2012-12-20; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
  • 2012-12-11: Form 8-K; Period of report 2012-12-11; Description 8.01 Other Events; Details 8.01.
  • 2012-12-07: Form 8-K; Period of report 2012-12-05; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
FiledFormPeriod of reportDescriptionDetailsDocument
2012-12-268-K2012-12-205.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 Pursuant to the Merger Agreement, at the Effective Time of the Merger on December 20, 2012, the Certificate of Incorporation of the Company as in effect immediately prior to the Effective Time was amended to be in the form set forth in Exhibit A to the Merger Agreement, which became the Amended and Restated Certificate of Incorporation of the Company.d458927d8k.htm
2012-12-268-K2012-12-201.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
1.02 Inc.’s Current Report on Form 8-K filed May 3, 2010) (the “Prior Credit Facility”) and terminated the Prior Credit Facility.
2.01 The information set forth in the introductory note, 3.01, 5.01 and 5.02 of this Current Report on Form 8-K is incorporated into this Item 2.01 by reference.
2.03 The information set forth in Sections 1 and 2 of Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
3.01 Following the closing of the Merger, the Company notified the NASDAQ Stock Exchange on December 20, 2012 that each outstanding share of common stock, par value $0.01 per share, of the Company (the “Common Stock”) had been cancelled and automatically converted into the right to receive $45.00 per share in cash, less any applicable withholding taxes and without interest (other than shares owned by Parent, Merger Sub or any other subsidiary of Parent and Common Stock owned by the Company in treasury or by any direct or indirect wholly owned subsidiary of the Company).
3.03 On December 20, 2012, pursuant to the terms of the Merger Agreement, each outstanding share of Common Stock of the Company (other than shares owned by Parent, Merger Sub or any other subsidiary of Parent and Common Stock owned by the Company in treasury or by any direct or indirect wholly owned subsidiary of the Company) was cancelled and converted into the right to receive $45.00 per share in cash, less any applicable withholding taxes and without interest.
5.01 On December 20, 2012, Parent consummated the acquisition of the Company through the Merger of Merger Sub with and into the Company.
5.02 In connection with the Merger and as contemplated by the Merger Agreement, each of the members of the Company’s board of directors prior to the Merger voluntarily resigned from the Company’s board of directors effective as of the filing of the Certificate of Merger with the office of the Secretary of State of the State of Delaware (the “Effective Time”).
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2012-12-118-K2012-12-118.01 Other Events8.01 On December 11, 2012, the Company issued a press release announcing that it priced $655,000,000 aggregate principal amount of its 8.75% Senior Secured Notes due 2020 in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended, in connection with the proposed acquisition of the Company by entities affiliated with First Reserve Management, L.P. and SK Capital Partners.d452021d8k.htm
2012-12-078-K2012-12-055.07 Submission of Matters to a Vote of Security Holders5.07 On December 5, 2012, at a special meeting of stockholders of TPC Group Inc. (the “Company”), the Company’s stockholders voted to approve the proposal to adopt the Agreement and Plan of Merger (the “Merger Agreement”) dated as of August 24, 2012, among the Company, Sawgrass Holdings Inc. (“Parent”) and Sawgrass Merger Sub Inc. (“Merger Sub”), as amended, which provides for the merger of Merger Sub with and into the Company, with the Company continuing as the surviving corporation in the merger as a wholly owned subsidiary of Parent.d450738d8k.htm
2012-12-048-K2012-12-047.01 Regulation FD Disclosure; 8.01 Other Events7.01 TPC Group Inc., a Delaware corporation (the “Company”), is disclosing under Item 7.01 of this Current Report on Form 8-K the information attached to this report as Exhibit 99.1, which information is incorporated herein by reference.
8.01 On December 3, 2012, the Company issued a press release announcing that the Company intends, subject to market and other conditions, to commence an offering of senior secured notes in connection with the proposed acquisition of the Company by entities affiliated with First Reserve Management, L.P. and SK Capital Partners.
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2012-11-308-K2012-11-298.01 Other Events8.01 On November 29, 2012, TPC Group Inc. (the “Company”) issued a press release announcing the preliminary results of the tender offer (the “Tender Offer”) and the consent solicitation (the “Consent Solicitation”) by TPC Group LLC, its wholly owned subsidiary, for its 8.25% Senior Secured Notes due 2017 (the “Notes”).d447840d8k.htm
2012-11-218-K2012-11-218.01 Other Events8.01 This report is being filed in connection with the Agreement and Plan of Merger, dated as of August 24, 2012, by and among TPC Group Inc. (“TPC Group”), Sawgrass Holdings Inc. (“Parent”) and Sawgrass Merger Sub Inc. (“Merger Sub”), as amended on November 7, 2012 (as so amended, the “Merger Agreement”).d443334d8k.htm
2012-11-158-K2012-11-158.01 Other Events8.01 On November 15, 2012, TPC Group Inc. (the “Company”) issued a press release announcing that TPC Group LLC, its wholly owned subsidiary, has commenced a cash tender offer (the “Tender Offer”) for any and all of TPC Group LLC’s $350 million outstanding aggregate principal amount of 8.25% Senior Secured Notes due 2017 (the “Notes”).d440261d8k.htm
2012-11-158-K2012-11-158.01 Other Events8.01 On November 15, 2012, TPC Group Inc. (the “Company”) issued a press release announcing that it had received a revised non-binding expression of interest to be acquired by Innospec Inc. (Nasdaq: IOSP) (“Innospec”).d440237d8k.htm
2012-11-088-K2012-11-071.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 On November 7, 2012, TPC Group Inc. (the “Company”) entered into an amendment (the “Amendment”) to the Agreement and Plan of Merger (as amended, the “Merger Agreement”) by and among the Company, Sawgrass Holdings Inc., a Delaware corporation (“Parent”), and Sawgrass Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”).
8.01 On November 8, 2012, the Company issued a press release announcing that it had entered into the Amendment.
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2012-11-018-K2012-11-012.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On November 1, 2012, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2012.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K is incorporated herein by reference.
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2012-08-278-K2012-08-241.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 On August 24, 2012, TPC Group Inc. (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) among the Company, Sawgrass Holdings Inc., a Delaware corporation (“Parent”), and Sawgrass Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub” and, together with Parent, the “Acquiring Parties”).
8.01 On August 27, 2012, the Company issued a press release announcing that it had entered into the Merger Agreement.
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2012-08-038-K2012-08-022.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On August 2, 2012, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2012.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K is incorporated herein by reference.
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2012-06-088-K2012-06-055.07 Submission of Matters to a Vote of Security Holders5.07 On June 5, 2012, TPC Group Inc. (the “Company”) held its 2012 Annual Meeting of Stockholders (the “Annual Meeting”).d366349d8k.htm
2012-04-278-K2012-04-262.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On April 26, 2012, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 31, 2012.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K is incorporated herein by reference.
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2012-03-098-K2012-03-082.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On March 8, 2012, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2011.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K is incorporated herein by reference.
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2011-11-168-K/A2011-11-157.01 Regulation FD Disclosure7.01 TPC Group Inc. (the “Company”) previously furnished on a Form 8-K, dated November 15, 2011( the “Initial 8-K”), presentation materials to be delivered by the Company on November 15, 2011.d256413d8ka.htm
2011-11-158-K2011-11-157.01 Regulation FD Disclosure7.01 TPC Group Inc. (the “Company”) will participate in meetings with investors and analysts on Tuesday, November 15, 2011.d256413d8k.htm
2011-11-108-K2011-11-102.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On November 10, 2011, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2011.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K is incorporated herein by reference.
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2011-10-198-K2011-10-187.01 Regulation FD Disclosure7.01 On October 18, 2011, TPC Group Inc. (the “Company”) learned that management made certain non-intentional disclosures regarding the impact of declining butadiene prices in October on the Company’s third quarter 2011 financial results due to the accounting convention of a lower of cost or market adjustment in September of between $9 million-$10 million.d245398d8k.htm
2011-10-138-K2011-10-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 (d) Effective October 7, 2011, the Board of Directors (the “Board”) of TPC Group Inc. (the “Company”) approved an increase in the size of the Board from seven directors to eight directors and elected K’Lynne Johnson to serve as a director, filling the vacancy resulting from the increase in size of the Board.
7.01 On October 13, 2011, the Company issued a press release announcing the election of K’Lynne Johnson as a director of the Company.
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2011-10-068-K2011-09-305.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 (c) and (e) On September 30, 2011, TPC Group Inc. (the “Company”) entered into the Second Amendment to the Employment Agreement with Miguel A. Desdin, Senior Vice President and Chief Financial Officer of the Company.
7.01 On October 6, 2011, the Company issued a press release announcing the appointment of Michael S. White as an officer of the Company.
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2011-10-048-K2011-10-047.01 Regulation FD Disclosure7.01 TPC Group Inc. (the “Company”) will participate in meetings with investors and analysts Tuesday, October 4, 2011 through Friday, October 7, 2011.d239173d8k.htm
2011-09-268-K2011-09-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 (c) and (e) On September 20, 2011 the Board of Directors (the “Board”) of TPC Group Inc. (the “Company”) elected Eugene R. Allspach as Senior Vice President — Corporate Development of the Company effective September 26, 2011.
7.01 On September 26, 2011, the Company issued a press release announcing the appointment of Eugene Allspach as an officer of the Company.
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2011-08-308-K2011-08-295.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) and (e) On August 29, 2011, TPC Group Inc. (the “Company”) and Luis E. Batiz, Senior Vice President of Operations of the Company, mutually agreed that Mr. Batiz will retire effective January 1, 2012.d8k.htm
2011-08-118-K2011-08-102.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On August 10, 2011, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2011.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K is incorporated herein by reference.
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2011-08-048-K/A2011-06-085.07 Submission of Matters to a Vote of Security Holders5.07 As previously reported, in a non-binding advisory vote at the Company’s 2011 Annual Meeting of Stockholders, the stockholders recommended an annual vote frequency for future advisory stockholder votes on the compensation of the Company’s named executive officers.d8ka.htm
2011-06-138-K2011-06-085.07 Submission of Matters to a Vote of Security Holders5.07 On June 8, 2011, TPC Group Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders (the “Annual Meeting”).d8k.htm
2011-06-088-K2011-06-087.01 Regulation FD Disclosure7.01 TPC Group Inc. will participate in a meeting with stockholders on Wednesday, June 8, 2011 at the 2011 Annual Meeting of Stockholders, which will be held at Sage Plaza in Houston, TX.d8k.htm
2011-06-018-K2011-05-315.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (c) and (e) On May 31, 2011 the Board of Directors (the “Board”) of TPC Group Inc. (the “Company”) elected Rishi A. Varma as Vice President and General Counsel of the Company effective June 6, 2011.d8k.htm
2011-05-248-K2011-05-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (e) On May 23, 2011, the Compensation Committee of the Board of Directors (the “Compensation Committee”) of TPC Group Inc. (the “Company”) granted performance share awards and restricted stock unit awards to certain executive officers and other key personnel of the Company.d8k.htm
2011-05-138-K2011-05-132.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 TPC Group Inc. (the “Company”) will participate in a conference call and webcast at 10:00 a.m.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2011-05-128-K2011-05-122.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On May 12, 2011, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2011.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2011-04-058-K2011-04-057.01 Regulation FD Disclosure7.01 TPC Group Inc. (the “Company”) will participate in meetings with investors and analysts on Tuesday, April 5, 2011 and Wednesday, April 6, 2011.d8k.htm
2011-03-298-K2011-03-285.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) On March 28, 2011, Kenneth E. Glassman, a member of the Board of Directors of TPC Group Inc. (the “Company”), notified the Company that he will not stand for reelection as a director of the Company upon the expiration of his term at the Company’s 2011 Annual Meeting of Stockholders.d8k.htm
2011-03-288-K2011-03-255.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (e) On March 25, 2011, TPC Group Inc. (the “Company”) and Michael T. McDonnell entered into an amendment (the “Amendment”) to the employment agreement dated as of March 18, 2011 (the “Employment Agreement”).d8k.htm
2011-03-188-K2011-03-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 (b), (c), (d) and (e) On March 18, 2011, the Board of Directors (the “Board”) of TPC Group Inc. (the “Company”) elected Michael T. McDonnell as President and Chief Executive Officer of the Company and appointed him to the Board, each effective March 22, 2011.
7.01 On March 18, 2011, the Company issued a press release announcing the appointment of Michael T. McDonnell as President and Chief Executive Officer.
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2011-03-078-K2011-03-045.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) On March 4, 2011, Christopher A. Artzer informed TPC Group Inc. (the “Company”) of his intention to resign as Vice President, General Counsel and Secretary of the Company.d8k.htm
2011-03-048-K2011-03-042.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 TPC Group Inc. (the “Company”) will participate in a conference call and webcast at 10:00 a.m.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2011-03-038-K2011-03-032.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On March 3, 2011, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended December 31, 2010.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2011-02-228-K2011-02-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 (d) Effective February 18, 2011, the Board of Directors (the “Board”) of TPC Group Inc. (the “Company”) approved an increase in the size of the Board from seven directors to eight directors and elected Eugene Allspach to serve as a director, filling the vacancy resulting from the increase in size of the Board.
7.01 On February 21, 2011, the Company issued a press release announcing the election of Eugene Allspach as a director of the Company.
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2011-02-048-K2011-02-047.01 Regulation FD Disclosure7.01 On February 4, 2011, TPC Group Inc. (the “Company”) issued a press release announcing commencement of a detailed engineering study for the restart of certain of its dehydrogenation assets at the Company’s Houston Operations.d8k.htm
2010-12-068-K2010-12-025.07 Submission of Matters to a Vote of Security Holders5.07 On December 2, 2010, TPC Group Inc. (the “Company”) held its 2010 Annual Meeting of Stockholders.d8k.htm
2010-12-028-K2010-12-027.01 Regulation FD Disclosure7.01 TPC Group Inc. will participate in a meeting with stockholders on Thursday, December 2, 2010 at the 2010 Annual Meeting of Stockholders, which will be held at the Omni Berkshire Place Hotel in New York, New York.d8k.htm
2010-11-028-K2010-11-022.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On November 2, 2010, TPC Group Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2010.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2010-10-128-K2010-10-051.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
1.02 On October 5, 2010, in connection with the issuance and sale of senior secured notes described below in Item 2.03, TPC Group LLC, a wholly owned subsidiary of TPC Group Inc., repaid all outstanding borrowings under its Term Loan Agreement dated as of June 27, 2006, as amended, among TPC Group LLC and Deutsche Bank Trust Company Americas, as lender and administrative agent, and the other financial institutions parties thereto, as lenders (the “Term Loan Agreement”), and terminated the Term Loan Agreement.
2.03 On October 5, 2010, TPC Group LLC completed the issuance and sale of $350,000,000 aggregate principal amount of 8 1/4% senior secured notes due 2017 (the “Notes”).
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2010-09-308-K2010-09-308.01 Other Events8.01 On September 30, 2010, TPC Group Inc. (the “Company”) issued a press release announcing that its wholly owned subsidiary, TPC Group LLC, priced an offering, through a private placement, of $350 million of senior secured notes due 2017, which will bear interest at a rate of 8.25% per annum.d8k.htm
2010-09-278-K2010-09-221.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 On September 22, 2010, TPC LLC entered into the First Amendment to Amended and Restated Revolving Credit Agreement, which is more fully described in Item 1.01 above and incorporated herein by reference.
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2010-09-228-K2010-09-228.01 Other Events8.01 On September 22, 2010, TPC Group Inc. (the “Company”) issued a press release announcing that its wholly owned subsidiary, TPC Group LLC, has commenced an offering, through a private placement, of $325 million of senior secured notes due 2017.d8k.htm
2010-09-178-K2010-09-172.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On September 17, 2010, TPC Group Inc. (the “Company”) issued a press release announcing its fiscal 2010 fourth quarter and fiscal year results.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2010-09-178-K2010-09-165.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 (b), (e) On September 16, 2010, we entered into an amendment to our employment agreement with Charles W. Shaver, our President and Chief Executive Officer.
7.01 On September 17, 2010, the Company issued a press release announcing the amendment to the Company’s employment agreement with Charles W. Shaver, our President and Chief Executive Officer.
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2010-08-318-K2010-08-265.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 (a) On August 26, 2010, the Board of Directors of TPC Group Inc. (the “Company”) amended the Bylaws of the Company by deleting altogether the first sentence of Section 3.1 thereof, so as to eliminate the obsolete reference to a static board size of five directors.d8k.htm
2010-08-168-K2010-08-165.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure7.01 On August 16, 2010, the Company issued a press release announcing the resignation of Sergey Vasnetsov as a director of the Company.d8k.htm
2010-08-168-K/A2010-06-015.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (c) and (e) On June 4, 2010, the Board of Directors appointed Miguel A. Desdin, age 44, as Senior Vice President and Chief Financial Officer of the Company.d8ka.htm
2010-07-208-K2010-07-155.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 (b) On July 15, 2010, the Board of Directors of TPC Group Inc. (the “Company”) approved a change in the Company’s fiscal year end from June 30 to December 31, with the change to the calendar year reporting cycle beginning January 1, 2011.d8k.htm
2010-07-068-K2010-06-295.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (e) On June 29, 2010, the Compensation Committee of the Board of Directors of TPC Group Inc. (the “Company”) adopted the TPC Group Inc. Executive Severance Plan (the “Plan”), effective as of July 1, 2010, providing for specified payments and benefits to Plan participants upon termination of employment as a result of severance eligible events.d8k.htm
2010-06-048-K2010-06-011.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
5.02 (c) and (e) On June 4, 2010, the Board of Directors appointed Miguel A. Desdin, age 44, as Senior Vice President and Chief Financial Officer of the Company.
7.01 On June 4, 2010, the Company issued a press release announcing the appointment of Miguel A. Desdin as Senior Vice President and Chief Financial Officer.
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2010-05-268-K2010-05-245.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 (e) On May 24, 2010, the Compensation Committee of the Board of Directors granted performance share awards and restricted stock unit awards to certain executive officers and other key personnel the Company.
7.01 TPC Group Inc. will participate in meetings with investors and analysts on Wednesday, May 26, 2010 at the Wells Fargo NGL Summit, which will be held at the Four Seasons Hotel in Houston, Texas.
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2010-05-148-K2010-05-142.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On May 14, 2010, TPC Group Inc. (the “Company”) issued a press release announcing its fiscal 2010 third quarter results.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2010-05-038-K2010-04-291.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 TPC LLC entered into the Amended and Restated Revolving Credit Agreement on April 29, 2010, which is more fully described in Item 1.01 above and is incorporated herein by reference.
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2010-05-038-K2010-05-038.01 Other Events8.01 On May 3, 2010, TPC Group Inc. (the “Company”) announced that The NASDAQ Stock Market LLC has approved the Company’s application for the listing of its common stock on The NASDAQ Capital Market.d8k.htm
2010-04-298-K2010-04-292.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On April 29, 2010, TPC Group Inc. issued a press release announcing the closing of an Amended and Restated Revolving Credit Agreement and updating its third fiscal quarter 2010 earnings estimates.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2010-03-248-K2010-03-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 (b) Ruth I. Dreessen, Executive Vice President and Chief Financial Officer of TPC Group Inc. (the “Company”), will be leaving the Company effective as of a separation date on or before May 31, 2010 to be determined.
7.01 TPC Group Inc. will participate in meetings with investors and analysts on Wednesday, March 24, 2010 at the BB&T Capital Markets Commercial & Industrial Conference, which will be held at the Waldorf-Astoria Hotel in New York, New York on March 24 - 25, 2010.
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2010-03-188-K2010-03-187.01 Regulation FD Disclosure7.01 On March 18, 2010, TPC Group Inc. (the “Company”) issued a press release announcing the proposed amendment and extension of its credit facilities.d8k.htm
2010-02-128-K2010-02-122.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On February 12, 2010, TPC Group Inc. (the “Company”) issued a press release announcing its fiscal 2010 second quarter results.
7.01 The information set forth in Item 2.02 above and in Exhibit 99.1 to this Current Report on Form 8-K is incorporated herein by reference.
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2010-01-288-K2010-01-225.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure5.03 Effective January 22, 2010, Texas Petrochemicals Inc. changed its name to TPC Group Inc. The name change did not require stockholder approval and was effected under Section 253 of the Delaware General Corporation Law by merging a wholly-owned Delaware subsidiary with and into the Company.
7.01 A copy of the press release announcing the name change described above and the effectiveness of the Company’s registration statement pursuant to Section 12 of the Securities Exchange Act of 1934 is furnished pursuant to Regulation FD as Exhibit 99.1 to this Current Report on Form 8-K. The information in the press release shall not be deemed to be incorporated by reference into the Company’s filings under the Securities Act of 1933, as amended, except as set forth with respect thereto in any such filing.
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