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, 2012
CALGON CARBON CORPORATION
(Exact name of registrant as specified in its charter)
|
Delaware |
|
1-10776 |
|
25-0530110 |
|
(State or other jurisdiction |
|
(Commission |
|
(IRS Employer |
|
of incorporation) |
|
File Number) |
|
Identification No.) |
|
P.O. Box 717, Pittsburgh, PA 15230-0717 |
|
15230-0717 |
|
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code (412) 787-6700
(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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On December 18, 2012, Calgon Carbon Corporation (the “Company”) entered into Amendment No. 1 to Rights Agreement, by and between the Company and Registrar and Transfer Company (the “Amendment”). The Company and StockTrans, Inc., the previous Rights Agent, are parties to that certain Rights Agreement dated as of January 27, 2005 (the “Rights Agreement”). The Company appointed Registrar and Transfer Company, a New Jersey corporation, as the successor Rights Agent (the “Rights Agent”) under the Rights Agreement.
The Amendment memorializes the appointment of the Rights Agent and removes references to the previous Rights Agent.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is being filed pursuant to Item 601 of Regulation S-K:
|
Exhibit |
|
Description |
|
|
|
|
|
10.1 |
|
Amendment No. 1 to Rights Agreement dated December 18, 2012, by and between Calgon Carbon Corporation and Registrar and Transfer Company. |
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.
|
|
CALGON CARBON CORPORATION |
|
|
|
|
Date: December 21, 2012 |
/s/ Richard D. Rose |
|
|
(Signature) |
|
|
Richard D. Rose |