UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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):

March 26, 2020

EASTMAN CHEMICAL COMPANY

(Exact Name of Registrant as Specified in Its Charter)

Delaware

1-12626

62-1539359

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

200 South Wilcox Drive
Kingsport			Tennessee			37662
(Address of Principal Executive Offices)									(Zip Code)

(423) 229-2000

(Registrant’s Telephone Number, Including Area Code)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

EMN

New York Stock Exchange

1.50% Notes Due 2023

EMN23

New York Stock Exchange

1.875% Notes Due 2026

EMN26

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company 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. ☐

Item 2.03 (a) Creation of a Direct Financial Obligation

As previously reported in “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Other Financial Information -- Revolving Credit Facilities and Commercial Paper Borrowings” of Eastman Chemical Company’s (the “Company”) Annual Report on Form 10-K for the year ended December 31, 2019 (the “10-K”), the Company has access to borrowings of up to $1.5 billion under a revolving credit agreement (the "Credit Facility") expiring October 25, 2023 (subject to one year extension as provided in the Credit Facility) with interest at varying spreads above quoted market rates. The Credit Facility provides available liquidity for general corporate purposes and supports commercial paper borrowings, and is filed as Exhibit 10.02 to the 10-K and is incorporated herein by this reference.

As previously announced in the Company’s public release of March 25, 2020, on March 26, 2020 the Company borrowed $400 million under the Credit Facility as a precautionary measure due to increased financial market volatility, particularly in the availability and terms of commercial paper for similar issuers, resulting from the COVID-19 pandemic. The proceeds from the borrowing are available for general corporate purposes, with interest payable monthly beginning April 27, 2020 at an initial rate of 2.17488 % per annum and with principal due October 25, 2023 (subject to one year extension as provided in the Credit Facility) if not prepaid under the terms of the Credit Facility.

Item 9.01 (d) Exhibits

The following exhibits are filed pursuant ti Item 9.01(d):

104  Cover Page Interactive Data File

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.

						Eastman Chemical Company
			By:			/s/ Donny Chia
						Donny Chia
						Vice President, Treasurer & Head of Corporate Development
						Date: April 1, 2020