-----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, Pit9TuwmLGv5YzaftunKOvkD+KbWI25yA6KKSHJWQAQzCFYuNDAFhuodbuCk6Zc2 dannQqvNJpAG9Jb3bKDR8w== 0001104659-04-027188.txt : 20040909 0001104659-04-027188.hdr.sgml : 20040909 20040909152556 ACCESSION NUMBER: 0001104659-04-027188 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040902 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Termination of a Material Definitive Agreement FILED AS OF DATE: 20040909 DATE AS OF CHANGE: 20040909 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BEMIS CO INC CENTRAL INDEX KEY: 0000011199 STANDARD INDUSTRIAL CLASSIFICATION: CONVERTED PAPER & PAPERBOARD PRODS (NO CONTAINERS/BOXES) [2670] IRS NUMBER: 430178130 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05277 FILM NUMBER: 041022808 BUSINESS ADDRESS: STREET 1: 222 S 9TH ST STE 2300 CITY: MINNEAPOLIS STATE: MN ZIP: 55402-4099 BUSINESS PHONE: 6123763000 MAIL ADDRESS: STREET 2: 222 S 9TH STREET SUITE 2300 CITY: MINNEAPOLIS STATE: MN ZIP: 55402-4099 8-K 1 a04-10407_18k.htm 8-K

 

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  -  September 2, 2004

(Date of earliest event reported)

 

BEMIS COMPANY, INC.

(Exact name of Registrant as specified in its charter)

 

Commission File Number 1-5277

 

Missouri

 

43-0178130

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification  No.)

 

 

 

222 South 9th Street, Suite 2300, Minneapolis, Minnesota       55402-4099

(Address of principal executive offices)

 

 

 

Registrant’s telephone number, including area code: (612) 376-3000

 

 



 

ITEM 1.01.  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

 

On September 2, 2004, Bemis Company, Inc. (the “Company”) refinanced its revolving bank credit agreements, replacing both the $334 million facility available through August 1, 2006 and the 364-day facility for $215 million available through January 8, 2005.  Under the terms of a revolving credit agreement dated as of September 2, 2004 among Bemis Company, Inc., various financial institutions, Bank One, NA, as administrative agent, and Wachovia Bank N.A., as syndication agent (the “Credit Agreement”), Bemis may borrow up to $500 million through September 2, 2009.  There were no borrowings outstanding under the terminated credit agreements and there were no borrowings outstanding under the new $500 million Credit Agreement at closing.  The Company expects to use the credit facility primarily to support the Company’s issuance of commercial paper.  The Company pays a facility fee of 0.08 percent annually on the entire amount of the commitment, payable quarterly in arrears.

 

The participants of the $500 million Credit Agreement are Bank One, N.A., BNP Paribas, ING Capital LLC, Royal Bank of Scotland, plc, Sumitomo Mitsui Banking Corporation, U.S. Bank National Association, Wachovia Bank, N.A., and Wells Fargo Bank, National Association.  Certain of the participant banks and their respective affiliates have been engaged, and each of the participant banks and their respective affiliates may in the future be engaged, to provide services to the Company and affiliates of the Company in the ordinary course of business, including commercial banking, investment management and investment banking.

 

At the Company’s option, any loan under the Credit Agreement bears interest at a variable rate based on LIBOR or an alternative variable rate based on either the Bank One prime rate or the federal funds rate, in each case plus a basis point spread determined by reference to Bemis’ debt ratings, as defined in the Credit Agreement.

 

The Credit Agreement contains standard covenants, including affirmative financial covenants regarding the maintenance of maximum debt to total capitalization ratios and minimum net worth, and negative covenants, which, among other things, limit the disposition of assets, consolidations and mergers, liens and other matters customarily restricted in such agreements. Most of these restrictions are subject to certain minimum thresholds and exceptions. The Credit Agreement also contains customary events of default, including, without limitation, payment defaults, material inaccuracy of representations and warranties, covenant defaults, bankruptcy and involuntary proceedings, monetary judgment defaults in excess of specified amounts, cross-defaults to certain other agreements, change of control and customary ERISA defaults

 

ITEM 1.02.  TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

 

In connection with the entering into of the Credit Agreement described above, on September 2, 2004, the Company terminated both of the prior bank credit agreements as follows:

 

                  $334 million Fourth Amended and restated Credit Agreement among Bemis Company, Inc., various financial institutions, and J.P. Morgan Chase Bank, as Agent, dated as of August 2, 1999 and further amended on June 23, 2000 and August 1, 2001., dated as of February 22, 2002, and amended as of July 9, 2003, and March 10, 2004.  This agreement was scheduled to expire on August 1, 2006.

 

                  $215 million Credit Agreement dated as of January 9, 2004 among Bemis Company, Inc., various financial institutions, Bank One, NA, as administrative agent, and Wachovia Bank N.A., as syndication agent.  This agreement was scheduled to expire on January 8, 2005.

 

SIGNATURES

 

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

 

 

BEMIS COMPANY, INC.

 

 

 

 

 

 

 

 

By

/s/ Gene C. Wulf

 

By

/s/ Stanley A. Jaffy

 

 

Gene C. Wulf, Vice President,

 

 

Stanley A. Jaffy, Vice President

 

 

Chief Financial Officer

 

 

and Controller

 

 

and Treasurer

 

 

 

 

 

 

 

Date                       September 9, 2004

Date               September 9, 2004

 

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