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): December 30, 2005
Commission File Number 001-31921
COMPASS MINERALS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 36-3972986
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
9900 WEST 109TH STREET
SUITE 600
OVERLAND PARK, KS 66210
(913) 344-9200
(Address of principal executive offices and telephone number)
N/A
(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 8.01. OTHER EVENTS.
On December 30, 2005 (the "Closing Date"), Salt Union Ltd. ("Salt Union"),
a subsidiary of Compass Minerals International, Inc. (the "Company") and the
Company sold their evaporated salt business in Weston Point, Cheshire and
certain assets including, but not limited to, customer receivables, inventory,
property, plant and equipment, intellectual property, books and records and
other assets net of working capital liabilities to INEOS Enterprises Limited
("INEOS").
The sale was accomplished pursuant to an asset purchase agreement (the
"Agreement"). Under the terms of the Agreement, Salt Union received a cash
payment of (pound)21.1 million ($36.3 million), subject to a working capital
adjustment. The sale is expected to result in a pre-tax gain of $3 million to $5
million for the Company. The Company expects to use approximately $4 million of
the proceeds to fund Salt Union's pension plan with the remainder to be used for
general corporate purposes, including debt reduction.
The Agreement includes customary representations and warranties, covenants
and indemnification provisions. Salt Union and the Company retained certain
liabilities relating to pre-closing operations of the business and made certain
warranties with respect to the business acquired by INEOS (subject, in the case
of most warranties, to a combined (pound)3 million limit). In addition, Salt
Union and the Company entered into a noncompetition agreement generally related
to the products of the business sold in the primary markets served by that
business.
The Company issued a press release announcing the sale of this evaporated
salt business. The press release is attached hereto as Exhibit 99.1 and is also
incorporated herein by this reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
The following exhibits are furnished with this report on Form 8-K:
Number Description
99.1 Press Release dated as of January 3, 2006 of Compass Minerals
International, Inc.
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.
COMPASS MINERALS INTERNATIONAL, INC.
Date: January 6, 2006 /s/ Rodney L. Underdown
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Rodney L. Underdown
Vice President, Chief Financial
Officer and Secretary