-----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, Vt0B7n449R38a/3Y+Qd9ZhXKWWgekwfjzc1LBXySDJp2QGwsqy21y9ZU7flCAG+2 bT4i6Vd7EN1oiK3Z6XtNHQ== 0000950144-99-006077.txt : 19990517 0000950144-99-006077.hdr.sgml : 19990517 ACCESSION NUMBER: 0000950144-99-006077 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19990420 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARAUSTAR INDUSTRIES INC CENTRAL INDEX KEY: 0000825692 STANDARD INDUSTRIAL CLASSIFICATION: PAPERBOARD MILLS [2631] IRS NUMBER: 581388387 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-20646 FILM NUMBER: 99623984 BUSINESS ADDRESS: STREET 1: 3100 WASHINGTON STREET CITY: AUSTELL STATE: GA ZIP: 30106 BUSINESS PHONE: 7709483101 MAIL ADDRESS: STREET 1: P O BOX 115 CITY: AUSTELL STATE: GA ZIP: 30168 8-K 1 CARAUSTAR INDUSTRIES INC. 1 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 (Date of earliest event reported) April 20, 1999 CARAUSTAR INDUSTRIES, INC. -------------------------- (Exact Name of Registrant as Specified in its Charter) North Carolina 0-20646 58-1388387 - ---------------------------- ------------------------ ------------------------------------ (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer Identification No.) of Incorporation)
3100 Washington Street Austell, Georgia 30106 --------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (770) 948-3101 --------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable --------------------------------------------------------------- (Former name or address, if changed from last report) 2 Item 5. Other Events. Caraustar Industries, Inc. issued press releases on April 20, 1999 (a copy of which is attached as Exhibit 99.1) and May 10, 1999 (a copy of which is attached as Exhibit 99.2), the contents of which are incorporated herein by reference. Item 7. Exhibits. The following exhibits are filed as part of this report. Exhibit 99.1 -- Press release dated April 20, 1999 Exhibit 99.2 -- Press release dated May 10, 1999 2 3 SIGNATURES 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. Date: May 13, 1999 CARAUSTAR INDUSTRIES, INC. By: /s/ H. Lee Thrash, III ---------------------------------- H. Lee Thrash, III Vice President and Chief Financial Officer 3 4 Exhibit Index
Exhibit Exhibit No. ------- ----------- Press release dated April 20, 1999 99.1 Press release dated May 10, 1999 99.2
4 EX-99.1 2 PRESS RELEASE DATED APRIL 20, 1999 1 CARAUSTAR INDUSTRIES, INC. DIVERSIFIED -- PACKAGING -- SOLUTIONS [LOGO] FOR IMMEDIATE RELEASE APRIL 20, 1999 CONTACT: H. Lee Thrash, III Chief Financial Officer (770) 948-3101 CARAUSTAR INDUSTRIES, INC. ANNOUNCES DEFINITIVE AGREEMENT TO ACQUIRE TENNECO PACKAGING'S FOLDING CARTON BUSINESS ATLANTA, Georgia - Caraustar Industries, Inc. (NASDAQ-NMS Symbol: CSAR) today announced that it has entered into a definitive agreement to acquire Tenneco Packaging Inc.'s (Tenneco) folding carton business. Tenneco's folding carton business consists of five state-of-the-art folding carton plants located in Mentor, Ohio; Grand Rapids, Michigan; St. Louis, Missouri; Denver, Colorado; and Salt Lake City, Utah, along with five strategically located sales and technical support centers. The completion of the transaction is subject to various conditions, including the expiration or early termination of the waiting period under the Hart-Scott-Rodino Act. Closing is expected to occur on or about May 20, 1999. The Tenneco folding carton business had sales of $106.1 million in 1998 and consumed approximately 64 thousand tons of paperboard, of which approximately 37 thousand tons was recycled paperboard. With the addition of Tenneco's folding carton business, Caraustar's 1998 sales of cartons and custom packaging would have been $284.3 million with a folding carton market share of approximately 4.7 percent. James L. Walden, vice president, carton and custom packaging for Caraustar, said, "The addition of the Tenneco carton business brings to Caraustar a number of exciting new products and product innovation opportunities. The business has a proven track record, a dynamic management team, well-equipped facilities and geographic coverage that fit well with Caraustar's growth plans in the folding carton business. Their strong customer base in growing niche markets, supported by continuous product development and innovation, will enhance our ability to deliver value to our customers and our company." - more - Phone 770 - 948 - 3101 -- P. O. Box 115 -- Austell, GA 30168 3100 Washington Street -- Austell, GA 30106 2 Page 2 April 20, 1999 This press release contains certain "forward-looking statements," within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words "expect," "will," "would" and similar expressions may identify such forward-looking statements. These statements involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Among the key factors that could cause such results to vary include Caraustar's ability to complete acquisitions and integrate the operations of acquired businesses, fluctuations in raw material prices and the economy in general, the degree and nature of competition, demand for Caraustar's products, changes in governmental regulations and numerous other factors discussed in Caraustar's filings with the Securities and Exchange Commission. Caraustar Industries, Inc., a packaging company, is one of the largest and lowest-cost manufacturers and converters of recycled paperboard and packaging products. The company has maintained its industry low-cost status through diversification and integration from raw materials to finished products. Caraustar is the only major producer of recycled boxboard products that serves all four of the principal markets: tubes, cores and cans; folding cartons; gypsum wallboard facing paper; and miscellaneous "other specialty" and converted products. Caraustar currently has 89 operations located in the United States, Canada, Mexico and the United Kingdom. More information about Caraustar is available at http://www.caraustar.com - our new web site on the Internet. ### EX-99.2 3 PRESS RELEASE DATED MAY 10, 1999 1 CARAUSTAR INDUSTRIES, INC. DIVERSIFIED -- PACKAGING -- SOLUTIONS [LOGO] FOR IMMEDIATE RELEASE MAY 10, 1999 CONTACT: H. Lee Thrash, III Chief Financial Officer (770) 948-3101 CARAUSTAR, TEMPLE-INLAND ANNOUNCE AGREEMENT ON JOINT VENTURE ATLANTA, Georgia - Caraustar Industries, Inc. (NASDAQ-NMS Symbol: CSAR) and Temple-Inland Inc., have agreed to form a new company, Premier Boxboard Limited (PBL) LLC, to own and operate Temple-Inland's containerboard mill in Newport, Indiana. The mill is currently operated by Inland Paperboard and Packaging, Inc. (Inland), a wholly owned subsidiary of Temple-Inland Inc. The agreement follows completion of a four-month joint engineering study to determine the feasibility of converting the Newport mill to production of a new, lightweight gypsum facing paper. Beginning immediately, Temple-Inland and Caraustar will undertake a 14-month, $70 million project to modify the mill to produce the new gypsum paper. The mill also will maintain its current production capabilities for corrugating medium and linerboard. In finalizing the agreement, Thomas V. Brown, president and chief executive officer, said, "The marriage between Caraustar and Temple-Inland Inc. in rebuilding the Newport mill, using the latest in multi-ply Fourdrinier technology, creates a premier product for the wallboard industry in a most timely and cost effective way. We look forward to a long and very successful relationship with Temple-Inland." Inland chairman and CEO, William B. Howes, said, "The new venture will fit well with Temple-Inland's strategy to balance mill assets by lowering its containerboard capacity, thereby increasing its level of integration. Further," Howes added, "this project diversifies our product line, an important step in improving our return on investment." Caraustar will manage the new company and market the gypsum facing paper and other non-containerboard products. Inland will continue to market containerboard produced at Newport. Under the agreement, Premier Boxboard will retain the current Inland employees at the Newport mill. Other terms of the agreement were not disclosed. This press release may contain certain "forward-looking statements," within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of Phone 770 - 948 - 3101 -- P. O. Box 115 -- Austell, GA 30168 3100 Washington Street -- Austell, GA 30106 2 1934, that represent the company's expectations, anticipations or beliefs. For this purpose, any statements that are not statements of historical fact may be deemed to be forward-looking statements. These statements involve risks and uncertainties that could cause actual results to differ materially depending on a variety of important factors, including, but not limited to, fluctuations in raw material prices and the economy in general, the degree and nature of competition, demand for the company's products, changes in government regulations and the company's ability to complete acquisitions and successfully integrate the operations of acquired businesses. Additional relevant risk factors that could cause actual results to differ materially are discussed in the company's registration statements and reports filed with the Securities and Exchange Commission, which are available from the company. These documents also may be examined at public reference facilities maintained by the Securities and Exchange Commission or, to the extent filed via EDGAR, accessed through the Web Site of the Securities and Exchange Commission (http://www.sec.gov). Temple-Inland Inc., based in Diboll, Texas, is a major manufacturer of paper, corrugated packaging and building products, with financial services operations in mortgage and consumer banking. Its common stock is traded on the New York and Pacific Exchanges under the symbol TIN. Caraustar Industries, Inc., a packaging company, is one of the largest and lowest-cost manufacturers and converters of recycled paperboard and packaging products. The company has maintained its industry low-cost status through diversification and integration from raw materials to finished products. Caraustar is the only major producer of recycled boxboard products that serves all four of the principal markets: tubes, cores and cans; folding cartons; gypsum wallboard facing paper; and miscellaneous "other specialty" and converted products. Caraustar currently has 93 operations located in the United States, Canada, Mexico and the United Kingdom. More information about Caraustar is available at http://www.caraustar.com - our new web site on the Internet. ### -----END PRIVACY-ENHANCED MESSAGE-----