SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): January 16, 2001
SUNOCO, INC.
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(Exact name of registrant as specified in its charter)
Pennsylvania 1-6841 23-1743282
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(State or other (Commission (IRS employer
jurisdiction of file number) identification
incorporation) number)
Ten Penn Center, 1801 Market Street, Philadelphia, PA 19103-1699
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(Address of principal executive offices) (Zip Code)
(215) 977-3000
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(Registrant's telephone number, including area code)
This Form 8-K/A amends the Form 8-K of Sunoco, Inc. dated January 16, 2001.
That Form 8-K reported under Item 2 the purchase of all of the outstanding
capital stock of Aristech Chemical Corporation. This report provides the
financial statements and the pro forma financial information for the periods
that are required under Item 7 and also describes certain other events under
Item 5 - "Other Events".
Item 5. Other Events.
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Aristech Chemical Corporation has participated in discussions with the
United States Department of Justice and the United States Environmental
Protection Agency in an effort to settle certain allegations made in a June 1999
Notice of Violation issued by the United States Environmental Protection Agency
Region V, regarding alleged air permitting and Hazardous Organic National
Emissions Standards for Hazardous Air Pollutants violations at Aristech's
Haverhill, Ohio facility. It is anticipated that any negotiated settlement will
involve the payment of a civil fine of between $400,000 and $500,000. The
anticipated settlement of this case was included as a reduction in the purchase
price paid by Sunoco.
Sunoco, Inc. (R&M) ("Sunoco R&M"), a wholly owned subsidiary of the
Company, reached an agreement in principle with the Pennsylvania Department of
Environmental Protection ("PaDEP") to settle numerous allegations, contained in
a November 1998 Notice of Violation, alleging various violations of PaDEP air
pollution rules and regulations at Sunoco's Marcus Hook, PA refinery. Sunoco R&M
and PaDEP will enter into an Administrative Consent Order requiring Sunoco R&M
to pay a civil penalty of approximately $260,000.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(a) Financial Statements of Business Acquired
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ARISTECH CHEMICAL CORPORATION
Independent Auditors' Report
Consolidated Statement of Operations for the Year Ended
December 31, 1999
Consolidated Balance Sheet as of December 31, 1999
Consolidated Statement of Cash Flows for the Year Ended
December 31, 1999
Consolidated Statement of Stockholders' Equity for the Year Ended
December 31, 1999
Notes to the Consolidated Financial Statements as of
December 31, 1999
Condensed Consolidated Statements of Operations for the Nine
Months Ended September 30, 2000 and 1999 (Unaudited)
Condensed Consolidated Balance Sheets as of September 30, 2000 and
December 31, 1999 (Unaudited)
Condensed Consolidated Statements of Cash Flows for the Nine
Months Ended September 30, 2000 and 1999 (Unaudited)
Notes to the Condensed Consolidated Financial Statements as of
September 30, 2000 (Unaudited)
(b) Pro Forma Financial Information
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SUNOCO, INC.
Introduction to Pro Forma Combined Financial Statements
(Unaudited)
Pro Forma Combined Balance Sheet as of September 30, 2000
(Unaudited)
Pro Forma Combined Statement of Income for the Nine Months
Ended September 30, 2000 (Unaudited)
Pro Forma Combined Statement of Income for the Year Ended
December 31, 1999 (Unaudited)
Notes to Pro Forma Combined Financial Statements (Unaudited)
Aristech Chemical Corporation
Introduction to Pro Forma Financial Statements (Unaudited)
Pro Forma Balance Sheet as of September 30, 2000 (Unaudited)
Pro Forma Statement of Operations for the Nine Months Ended
September 30, 2000 (Unaudited)
Pro Forma Statement of Operations for the Year Ended December 31,
1999 (Unaudited)
Notes to Pro Forma Financial Statements (Unaudited)
(c) Exhibits
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23.1 - Independent Auditors' Consent
99.1 - Financial Statements of Business Acquired
99.2 - Pro Forma Financial Information
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this Current Report on Form 8-K/A to be signed on
its behalf by the undersigned thereunto duly authorized.
SUNOCO, INC.
BY s/ JOSEPH P. KROTT
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Joseph P. Krott
Comptroller
(Principal Accounting Officer)
DATE March 15, 2001
EXHIBIT INDEX
Exhibit
Number Exhibit
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23.1 Independent Auditors' Consent
99.1 Financial Statements of Business Acquired
ARISTECH CHEMICAL CORPORATION
Independent Auditors' Report
Consolidated Statement of Operations for the Year Ended
December 31, 1999
Consolidated Balance Sheet as of December 31, 1999
Consolidated Statement of Cash Flows for the Year
Ended December 31, 1999
Consolidated Statement of Stockholders' Equity for the
Year Ended December 31, 1999
Notes to the Consolidated Financial Statements as of
December 31, 1999
Condensed Consolidated Statements of Operations for the
Nine Months Ended September 30, 2000 and 1999
(Unaudited)
Condensed Consolidated Balance Sheets as of September 30,
2000 and December 31, 1999 (Unaudited)
Condensed Consolidated Statements of Cash Flows for the
Nine Months Ended September 30, 2000 and 1999
(Unaudited)
Notes to the Condensed Consolidated Financial Statements
as of September 30, 2000 (Unaudited)
99.2 Pro Forma Financial Information
SUNOCO, INC.
Introduction to Pro Forma Combined Financial Statements
(Unaudited)
Pro Forma Combined Balance Sheet as of September 30, 2000
(Unaudited)
Pro Forma Combined Statement of Income for the Nine Months
Ended September 30, 2000 (Unaudited)
Pro Forma Combined Statement of Income for the Year Ended
December 31, 1999 (Unaudited)
Notes to Pro Forma Combined Financial Statements
(Unaudited)
ARISTECH CHEMICAL CORPORATION
Introduction to Pro Forma Financial Statements (Unaudited)
Pro Forma Balance Sheet as of September 30, 2000
(Unaudited)
Pro Forma Statement of Operations for the Nine Months
Ended September 30, 2000 (Unaudited)
Pro Forma Statement of Operations for the Year Ended
December 31, 1999 (Unaudited)
Notes to Pro Forma Financial Statements (Unaudited)