-----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, QM6B4w1d26R1qVOXI9neWcxjwDHTkwJ+rJy4DL3qxlEtOZs4cLgmNnu+YicrvAED VCEOAuGxSWqcT0PbZVum2g== 0001104659-10-030188.txt : 20100521 0001104659-10-030188.hdr.sgml : 20100521 20100521163435 ACCESSION NUMBER: 0001104659-10-030188 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100520 ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant FILED AS OF DATE: 20100521 DATE AS OF CHANGE: 20100521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OWENS-ILLINOIS GROUP INC CENTRAL INDEX KEY: 0000812233 STANDARD INDUSTRIAL CLASSIFICATION: GLASS CONTAINERS [3221] IRS NUMBER: 341559348 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-13061-01 FILM NUMBER: 10851464 BUSINESS ADDRESS: STREET 1: C/O OWENS ILLINOIS INC STREET 2: ONE MICHAEL OWENS WAY CITY: PERRYSBURG STATE: OH ZIP: 43551-2999 BUSINESS PHONE: 5673365000 MAIL ADDRESS: STREET 1: C/O OWENS ILLINOIS INC STREET 2: ONE MICHAEL OWENS WAY CITY: PERRYSBURG STATE: OH ZIP: 43551-2999 FORMER COMPANY: FORMER CONFORMED NAME: OWENS ILLINOIS GROUP INC DATE OF NAME CHANGE: 19920703 8-K 1 a10-10728_18k.htm 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

 

Date of Report (Date of earliest event reported) May 20, 2010

 

OWENS-ILLINOIS GROUP, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

33-13061

 

34-1559348

(State or other jurisdiction
of incorporation or organization)

 

(Commission
File Number)

 

(I.R.S. Employer

Identification Number)

 

One Michael Owens Way

Perrysburg, Ohio

 


43551-2999

(Address of principal executive offices)

 

(Zip Code)

 

(567) 336-5000

(Registrant’s telephone number, including area code)

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box 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 (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

Item 2.03.                                         Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On May 20, 2010, Owens-Brockway Glass Container Inc. (“OB Glass”), a Delaware corporation and an indirect wholly-owned subsidiary of Owens-Illinois, Inc. (“OI Inc.”), issued $90,000,000 aggregate principal amount of 3.00% Exchangeable Senior Notes due 2015 (the “Notes”) which are exchangeable based on shares of common stock of OI Inc. The Notes were issued pursuant to the initial purchasers’ option to purchase an additional $90,000,000 in aggregate principal amount of the Notes under the Indenture dated May 7, 2010, by and among OB Glass, OI Inc., the guarantors party thereto and U.S. Bank National Association, as trustee, paying agent and registrar (the “Indenture”).  The Notes will pay interest semi-annually on June 1 and December 1 at a rate of 3.00% per annum, and will mature on June 1, 2015. The Notes were offered and sold to initial purchasers in reliance on the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”).  The initial purchasers then sold the Notes to qualified institutional buyers pursuant to exemptions from registration provided by Rule 144A under the Securities Act.

 

As previously reported in our Report on Form 8-K dated May 7, 2010, OB Glass issued $600,000,000 aggregate principal amount of the Notes to the initial purchasers on May 7, 2010.  The Indenture for the Notes is attached as Exhibit 4.1 to such report.

 

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SIGNATURES

 

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

 

 

OWENS-ILLINOIS GROUP, INC.

 

 

 

 

 

 

Date:  May 21, 2010

By:

/s/ Edward C. White

 

Name:

Edward C. White

 

Title:

Senior Vice President and

Chief Financial Officer

 

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