-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DbltfTQAa/hXOr+lYWTV6wUF2ngZSZaq0ZXrxKTH4zncKWIRvWFti3qinl1N6A12 2pzUfiN60BIuAPuSNMgC2g== 0001179110-07-004568.txt : 20070222 0001179110-07-004568.hdr.sgml : 20070222 20070222190128 ACCESSION NUMBER: 0001179110-07-004568 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070220 FILED AS OF DATE: 20070222 DATE AS OF CHANGE: 20070222 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PLIANT CORPORORATION CENTRAL INDEX KEY: 0001049442 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, FOIL & COATED PAPER BAGS [2673] IRS NUMBER: 432107725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1475 WOODFIELD ROAD CITY: SCHAUMBURG STATE: IL ZIP: 60173 BUSINESS PHONE: 8479693300 MAIL ADDRESS: STREET 1: 1475 WOODFIELD ROAD CITY: SCHAUMBURG STATE: IL ZIP: 60173 FORMER COMPANY: FORMER CONFORMED NAME: PLIANT CORP DATE OF NAME CHANGE: 20001113 FORMER COMPANY: FORMER CONFORMED NAME: HUNTSMAN PACKAGING CORP DATE OF NAME CHANGE: 19971110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wampnar Fred D CENTRAL INDEX KEY: 0001380829 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-52325 FILM NUMBER: 07643543 BUSINESS ADDRESS: BUSINESS PHONE: 847-969-3300 MAIL ADDRESS: STREET 1: 1475 WOODFIELD ROAD STREET 2: SUITE 700 CITY: SCHAUMBURG STATE: IL ZIP: 60173 4 1 edgar.xml FORM 4 - X0202 4 2007-02-20 0 0001049442 PLIANT CORPORORATION NONE 0001380829 Wampnar Fred D 1475 WOODFIELD ROAD SUITE 700 SCHAUMBURG IL 60173 0 1 0 0 Vice President Series M Preferred Stock 2007-02-20 4 A 0 220 20.00 A Common Stock 220 D The Series M Preferred Stock automatically converts, upon the consummation of a Qualified Public Offering (as defined in the Company's Amended and Restated Certificate of Incorporation (the "Certificate of Incorporation")), into shares of the Covered Classes (as defined in the Certificate of Incorporation) that are outstanding immediately following the consummation of such Qualified Public Offering. The Series M Preferred Stock would convert into a number of shares of the Covered Classes equal to the product of the then applicable Series M Liquidation Multiple (as defined in the Certificate of Incorporation) multiplied by the quotient of (a) the total number of fully-diluted shares of the Covered Classes outstanding immediately following the consummation of the Qualified Public Offering (excluding shares of Common Stock issued purusant to such offering), but prior to giving effect to the conversion of the Series M Preferred divided by (b) the then applicable Series M factor (as defined in the Certificate of Incorporation). There is no expiration date. Stephen T. Auburn, Attorney In Fact 2007-02-22 EX-24 2 ex24fdw.txt POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Stephen T. Auburn and Joseph J. Kwederis, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, all reports to be filed by the undersigned pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules promulgated thereunder (including Forms 3, 4, and 5 and any successor forms) (the "Section 16 Reports") with respect to the securities of Pliant Corporation (the "Company"); (2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Section 16 Report, complete and execute any amendment or amendments thereto, and file such report with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The powers granted above may be exercised by each such attorney-in-fact on behalf of the undersigned, individually, and on behalf of the undersigned in any fiduciary or representative capacity in which the undersigned may be acting. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in- fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall be effective as of the date set forth below and shall continue in full force and effect until the undersigned is no longer required to file Section 16 Reports with respect to the securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20 day of February, 2007. Signature: /s/ Fred D. Wampnar 2 -----END PRIVACY-ENHANCED MESSAGE-----