-----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, HXofpSfZ5qmYsNAiRyLGr+lsGTYbAHqEe2IE89mAx2IywENBzLjdKiUrBGTuwy9r +Vfo4nRe5ZoLIhSRUplxdw== 0000215419-03-000046.txt : 20030924 0000215419-03-000046.hdr.sgml : 20030924 20030924101304 ACCESSION NUMBER: 0000215419-03-000046 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030923 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030924 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHECKPOINT SYSTEMS INC CENTRAL INDEX KEY: 0000215419 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 221895850 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11257 FILM NUMBER: 03907084 BUSINESS ADDRESS: STREET 1: 101 WOLF DR STREET 2: P O 188 CITY: THOROFARE STATE: NJ ZIP: 08086 BUSINESS PHONE: 856-384-2460 MAIL ADDRESS: STREET 1: 101 WOLF DRIVE CITY: THOROFARE, STATE: NJ ZIP: 08086 8-K 1 form8kdoc092403.txt FORM 8-K SEPTEMBER 24, 2003 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 8-K AMENDMENT TO CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2003 Checkpoint Systems, Inc. -------------------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania ------------------------------------------------------------ (State or other jurisdiction of incorporation or organization) 1-11257 22-1895850 ------------------------ -------------------------------- (Commission File Number) (I.R.S. Employer Identification No.) 101 Wolf Drive, P.O. Box 188, Thorofare, New Jersey 08086 ------------------------------------------------------------------- (Address of principal executive offices) (856) 848-1800 ----------------------------------------------------------------- (Registrant's telephone number, including area code) N/A ------------------------------------------------------------------ (Former name or address, if changed since last report) Item 5. Other Events ------ ------------ On September 23, 2003, the Company issued a press release announcing that it will redeem $35 million of the aggregate principal amount of its existing 5-1/4% Convertible Subordinated Debentures due 2005. Item 7. Financial Statements and Exhibits ------ --------------------------------- 1. Exhibits Press release issued, September 23, 2003. Signature --------- Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 24, 2003 Checkpoint Systems, Inc. /s/George W. Off - ------------------------ Chairman of the Board, President and Chief Executive Officer EX-99.1 3 exh9992403.txt PRESS RELEASE COMPANY CONTACT: Checkpoint Systems, Inc. Craig Burns Executive Vice President, Chief Financial Officer, Finance and Operations (856) 848-1800 INVESTOR RELATIONS CONTACTS: Christine Mohrmann, Lindsay Hatton Financial Dynamics (212) 850-5600 FOR IMMEDIATE RELEASE Checkpoint SYSTEMS, INC. ANNOUNCES PLAN TO REDEEM $35 MILLION OF 5 1/4% CONVERTIBLE SUBORDINATED Debentures Thorofare, New Jersey, September 23, 2003 - Checkpoint Systems, Inc. (NYSE: CKP) today announced that it will redeem $35.0 million of the aggregate principal amount of its existing 5 1/4% Convertible Subordinated Debentures due 2005 ("the Notes"). The redemption will take place on November 8, 2003. The Company will use cash flow from operations in addition to borrowings under its revolving credit facility to fund the pending redemption. Checkpoint issued $120 million of the Notes in October 1995 and, upon the completion of the pending redemption, the principal balance of the Notes will be $85.0 million. The Notes are due in November 2005. Each Note in the denomination of $1,000 is convertible, at the holder's option, into 54.4218 shares of the Company's common stock, which is equivalent to a conversion price of $18.375 per share. On September 23, 2003, the last reported sale price of Checkpoint Systems Common Stock on the NYSE was $16.30. The CUSIP numbers for the Notes are 126825AB9 and U16197AA0. Prior to 5:00 p.m. (Eastern Time) on November 3, 2003, holders of Notes called for redemption may convert their Notes into shares of Checkpoint Systems Common Stock. Cash will be paid in lieu of fractional shares. Any Notes called for redemption and not converted on or before 5:00 p.m. (Eastern Time) on November 3, 2003, will be automatically redeemed on November 8, 2003, after which interest will cease to accrue. This press release is not an offer to purchase or a solicitation of acceptance of the offer to purchase. This press release shall not constitute a notice of redemption of the Notes. Checkpoint Systems, Inc. is a multinational company that manufactures and markets labeling systems designed to improve efficiency, reduce costs and provide value-added label solutions for customers across many markets and industries. Checkpoint is a leading provider of EAS and RFID systems, source tagging, barcode labeling systems, hand-held labeling systems and retail merchandising systems. Applications include automatic identification, retail security and pricing and promotional labels. Operating directly in 30 countries, Checkpoint has a global network of subsidiaries and provides professional customer service and technical support around the world. Checkpoint Systems, Inc.'s website is located at www.checkpointsystems.com. Safe Harbor Statement This press release may include information that could constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements may involve risk and uncertainties that could cause actual results to differ materially from any future results encompassed within the forward-looking statements. Factors that could cause or contribute to such differences include those matters disclosed in the Company's Securities and Exchange Commission filings. -----END PRIVACY-ENHANCED MESSAGE-----