SILGAN HOLDINGS INC. (NASDAQ:SLGN) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01.
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Completion of Acquisition or Disposition of Assets.
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through certain of its wholly owned subsidiaries, completed the
acquisition (the “Acquisition”) of the dispensing systems
business (the “Business”) of WestRock Company (“WestRock”)
to the Purchase Agreement, dated as of January 23, 2017 (the
“Purchase Agreement”), by and among Silgan Holdings LLC,
Silgan White Cap Holdings Spain, S.L. and Silgan Holdings B.V.
(collectively, the “Buyers”), the Company, WestRock MWV, LLC,
a wholly owned subsidiary of WestRock (the “Seller”), and
WestRock. A description of the Purchase Agreement is included
in the Company’s Current Report on Form 8-K filed with the
Securities and Exchange Commission on January 27, 2017. to the
Purchase Agreement, the Buyers and certain of their
subsidiaries acquired all of the outstanding equity interests
of all direct and indirect subsidiaries of the Seller that are
engaged in the Business. The purchase price for the Acquisition
was $1.025 billion in cash and is subject to adjustment for net
working capital and certain other items as provided in the
Purchase Agreement. The Company funded the purchase price for
the Acquisition through term and revolving loan borrowings
under its amended and restated senior secured credit facility.
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Item 2.03.
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Creation of a Direct Financial Obligation or an Obligation
Under an Off-Balance Sheet Arrangement of Registrant. |
draw A term loans and $225 million of revolving loans under its
amended and restated senior secured credit facility in order to
fund the purchase price for the Acquisition. A description of the
Company’s amended and restated senior secured credit facility is
included in the Company’s Current Report on Form 8-K filed with
the Securities and Exchange Commission on March 30, 2017, which
description is incorporated herein by reference.
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Item 8.01.
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Other Events.
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the completion of the Acquisition. A copy of this press release
is filed herewith and attached hereto as Exhibit 99.1.
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Item 9.01.
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Financial Statements and Exhibits.
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(a)
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Financial statements of businesses acquired
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9.01(a) of Form 8-K with respect to the Acquisition will be
filed by amendment to this Current Report on Form 8-K not later
than 71 calendar days after the due date of this Current Report
on Form 8-K.
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(b)
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Pro forma financial information
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Form 8-K with respect to the Acquisition will be filed by
amendment to this Current Report on Form 8-K not later than 71
calendar days after the due date of this Current Report on Form
8-K.
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(d)
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Exhibits
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Exhibit No.
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Description
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99.1
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Press Release dated April 6, 2017 announcing the
completion of the acquisition of the dispensing systems business. |
About SILGAN HOLDINGS INC. (NASDAQ:SLGN)
Silgan Holdings Inc. (Silgan) is a manufacturer of rigid packaging for shelf-stable food and other consumer goods products. The Company operates through three segments: metal container, closures and plastic container. The Company’s products include steel and aluminum containers for human and pet food and general line products; metal, composite and plastic closures for food and beverage products, and custom designed plastic containers and closures for personal care, food, healthcare, pharmaceutical, household and industrial chemical, pet care, agricultural, automotive and marine chemical products. Its metal container business is engaged in the manufacture and sale of steel and aluminum containers that are used primarily by processors and packagers for food products, such as soup, vegetables, fruit, meat, tomato-based products, seafood, coffee, adult nutritional drinks, pet food and other miscellaneous food products, as well as general line metal containers primarily for chemicals. SILGAN HOLDINGS INC. (NASDAQ:SLGN) Recent Trading Information
SILGAN HOLDINGS INC. (NASDAQ:SLGN) closed its last trading session down -0.29 at 58.30 with 305,694 shares trading hands.
