Document
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 18, 2017 (December 14, 2017)
Univar Inc.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-37443 | | 26-1251958 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S Employer Identification No.) |
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3075 Highland Parkway, Suite 200 Downers Grove, IL 60515 |
(Address of principal executive offices, including zip code) |
Registrant’s telephone number, including area code: (331) 777-6000
Not Applicable
(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))
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
On December 14, 2017, Univar Inc. (the "Company"), investment funds affiliated with Clayton, Dubilier & Rice LLC, ( the "Selling Stockholder") and Goldman Sachs & Co. LLC (the "Underwriter") entered into an underwriting agreement (the "Underwriting Agreement") pursuant to which the Selling Stockholder agreed to sell to the Underwriter, and the Underwriter agreed to purchase from the Selling Stockholder, subject to and upon terms and conditions set forth therein, 10,000,000 shares of the Company's common stock.
The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the copy thereof, which is filed herewith as Exhibit 1.1 and is incorporated herein by reference.
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Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
The following exhibit is incorporated by reference in the Company's Registration Statement on Form S-3 (File No. 333-215046) filed with the U.S. Securities and Exchange Commission on December 12, 2016.
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Exhibit
Number | | Description |
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| | Underwriting Agreement, dated December 14, 2017, among Univar Inc., the selling stockholder named therein and Goldman Sachs & Co. LLC. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: December 18, 2017 | | | | Univar Inc. |
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| | | | By: | | /s/ Jeffrey W. Carr |
| | | | Name: | | Jeffrey W. Carr |
| | | | Title: | | Senior Vice President, General Counsel and Secretary |