-----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, Wo8OHjLHLQlUaS/hrhctmOO9Opd/rn37JhvatBZ1spxQfOW0x4lOIhycXN2uiaDU f3j9tgy29WZqgQnog6cwFw== 0000950152-08-005238.txt : 20080707 0000950152-08-005238.hdr.sgml : 20080704 20080707172607 ACCESSION NUMBER: 0000950152-08-005238 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080630 ITEM INFORMATION: Triggering Events That Accelerate or Increase a Direct Financial Obligation under an Off-Balance Sheet Arrangement FILED AS OF DATE: 20080707 DATE AS OF CHANGE: 20080707 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PORTOLA PACKAGING INC CENTRAL INDEX KEY: 0000788983 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 941582719 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-95318 FILM NUMBER: 08941654 BUSINESS ADDRESS: STREET 1: 951 DOUGLAS ROAD CITY: BATAVIA STATE: IL ZIP: 60510 BUSINESS PHONE: 630-406-8440 MAIL ADDRESS: STREET 1: 951 DOUGLAS ROAD CITY: BATAVIA STATE: IL ZIP: 60510 8-K 1 l32382ae8vk.htm PORTOLA PACKAGING, INC. 8-K Portola Packaging, Inc. 8-K
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 30, 2008
Date of Report (Date of earliest event reported)
PORTOLA PACKAGING, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   033-95318   94-1582719
         
(State or Other Jurisdiction
of Incorporation) 		  (Commission File Number)   (IRS Employer
Identification No.)
951 Douglas Road
Batavia, IL 60510
(Address of principal executive offices, including zip code)
(630)406-8440
(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:
o   Written communications pursuant to Rule 425 under the Securities Act
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act
o   Pre-Commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
o   Pre-Commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
 
 

 

 

ITEM 2.04   Triggering Events That Accelerate or Increase a Direct Financial Obligation.
On June 30, 2008, the Company received a Notice of Default and Reservation of Rights from General Electric Capital Corporation (“GECC”) pursuant to the Fourth Amended and Restated Credit Agreement, dated January 16, 2004, as amended (the “Credit Agreement”). Under the Credit Agreement, the Company has a $60 million senior secured revolving line of credit. The Notice was prompted by the Company’s recent filing stating that the Company was investigating accounting irregularities at certain subsidiaries in China that may require restatement of these financial statements for approximately $2.5 million net over these periods, in total.
While reserving its rights and remedies under the Credit Agreement, GECC has been continuing to fund under the Credit Agreement. The Company has retained Peter J. Solomon Company and Gibson & Rechan, LLC to assist the Company in evaluating its alternatives, including potentially a restructuring of its funded debt obligations. Wayzata Investment Partners LLC made a $15 million term loan to the Company in April 2008. Discussions are underway with GECC and Wayzata Investment Partners LLC regarding restructuring alternatives, including without limitation possible forbearance arrangements that would allow the Company to pursue a balance sheet restructuring in the near term, to help minimize disruption to business operations.
Forward-Looking Statements
This current report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and is subject to the safe harbors created therein. The forward-looking statements include, but are not limited to, statements regarding the Company’s ability to negotiate the appropriate forbearance agreements, the likelihood that the Company completes any proposed balance sheet restructuring, including whether any such proposed restructuring is supported by the Company’s creditors, whether any proposed balance sheet restructuring would result in disruption to the Company’s ongoing operations and the Company’s expectations regarding its ability to complete future projects. These forward-looking statements are based upon the current beliefs and expectations of the Company’s management and are subject to risks and uncertainties, including the risks that are from time to time included in the Company’s filings with the Securities and Exchange Commission. Actual results could differ materially from those set forth in the forward-looking statements. The Company undertakes no responsibility to publicly update or review any forward-looking statement, except as may be required by the federal securities laws.

 

 

SIGNATURE
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.
           
    Portola Packaging, Inc.
 
        
 
        
Dated: July 7, 2008
  By:   Kim Wehrenberg
 
        
 
      /s/ Kim Wehrenberg
 
       
 
      Kim Wehrenberg
General Counsel and Secretary

 

-----END PRIVACY-ENHANCED MESSAGE-----