-----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, VvW9VitJGZSgxmDwcLI2qQMxA8KxGZ9bNbljuAtEUebi7Wvj3sGVWaKnEmSdulAQ xG5l9FTfE6PDUU2xGbEvOg== 0000849869-03-000001.txt : 20030103 0000849869-03-000001.hdr.sgml : 20030103 20030103160005 ACCESSION NUMBER: 0000849869-03-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030102 ITEM INFORMATION: Other events FILED AS OF DATE: 20030103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SILGAN HOLDINGS INC CENTRAL INDEX KEY: 0000849869 STANDARD INDUSTRIAL CLASSIFICATION: METAL CANS [3411] IRS NUMBER: 061269834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22117 FILM NUMBER: 03503217 BUSINESS ADDRESS: STREET 1: 4 LANDMARK SQ CITY: STAMFORD STATE: CT ZIP: 06901 BUSINESS PHONE: 2039757110 8-K 1 eightkwc.txt 8-K FOR WHITE CAP PRESS RELEASE 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): January 2, 2003 Silgan Holdings Inc. ------------------------------------------------------------------------------ (Exact Name of Registrant as Specified in Charter) Delaware 000-22117 06-1269834 - ------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 4 Landmark Square, Stamford, Connecticut 06901 - ------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (203) 975-7110 N/A - ------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On January 2, 2003, the registrant announced that it had agreed to acquire the remaining 65 percent equity interest in the Amcor White Cap joint venture. For additional information regarding this announcement, refer to Exhibit 99.1 filed with this Current Report on Form 8-K. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits Exhibit No. Description ----------- ----------- 99.1 Press Release dated January 2, 2003 regarding agreement to acquire remaining equity interest in Amcor White Cap joint venture. 2 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. SILGAN HOLDINGS INC. By: /s/ Frank W. Hogan, III -------------------------------------- Frank W. Hogan, III Senior Vice President, General Counsel and Secretary Date: January 3, 2003 INDEX TO EXHIBITS Exhibit No. Description ----------- ----------- 99.1 Press Release dated January 2, 2003 regarding agreement to acquire remaining equity interest in Amcor White Cap joint venture. 4 EX-99.1 3 wcpr.txt PRESS RELEASE Exhibit 99.1 ------------ News For Immediate Release SILGAN HOLDINGS INC. 4 Landmark Square Suite 400 Stamford, CT 06901 Telephone: (203) 975-7110 Fax: (203) 975-7902 Contact: Anthony J. Allott (203) 975-7110 SILGAN HOLDINGS ANNOUNCES AGREEMENT TO ACQUIRE REMAINING INTEREST IN THE AMCOR WHITE CAP JOINT VENTURE STAMFORD, CT, January 2, 2003 -- Silgan Holdings Inc. (Nasdaq:SLGN) today announced that it had agreed to acquire from Amcor White Cap Inc. the remaining 65 percent equity interest in Amcor White Cap LLC, the metal and plastic closure joint venture of the Company. The purchase price for the equity and outstanding debt obligations of the joint venture will total approximately $125 million. Under the joint venture agreement, the transaction must be completed by early April and will result in a name change for the business. White Cap is a leading supplier of an extensive range of metal and plastic closures to consumer goods packaging companies in the food and beverage industries in North America. The business, which is expected to have net sales of approximately $250 million in 2002, is headquartered in Chicago and presently operates 7 manufacturing facilities. Manufacturing facilities are located in Athens, Georgia; Champaign, Illinois; Hazelton, Pennsylvania; Evansville, Indiana; Richmond, Indiana; Chicago, Illinois; and Mexico. The Company will operate the business as part of its metal food container business due to similarities in end-use markets. Both businesses sell to consumer goods packaging companies in the food and beverage industries. The White Cap joint venture was originally formed in July 2001, when the Company contributed certain metal closure assets and liabilities in return for $32.4 million in cash and a 35 percent (more) SILGAN HOLDINGS January 2, 2003 Page 2 interest in the joint venture. Net sales for the facilities contributed by the Company totaled approximately $91 million in 2000. Schmalbach-Lubeca AG (the original joint venture partner whose interest was purchased by Amcor) contributed the remaining metal and plastic operations. As part of the integration of the contributed businesses, the joint venture instituted a program to rationalize the metal closure facilities. This program is well under way and is expected to result in significant cost savings starting in 2003. The business is expected to be accretive to Silgan's earnings starting in 2003, as compared to equity in losses of the joint venture for the first three quarters of 2002 of $.09 per diluted share. Under the terms of the joint venture formation agreements, Amcor and any of its affiliates are prohibited from the manufacture or sale of metal, plastic and composite vacuum closures and certain other metal and plastic closures in the North American food and beverage markets until July 2006. Substantially all of the sales of the White Cap business that the Company will acquire are from these types of products or into these markets. * * * Silgan Holdings is a leading North American manufacturer of consumer goods packaging products with annual sales of approximately $1.9 billion in 2001. Silgan operates 59 manufacturing facilities in the U.S and Canada where it is the largest supplier of metal containers for food products and a leading supplier of plastic containers for personal care products. Statements included in this press release which are not historical facts are forward looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Securities Exchange Act of 1934. Such forward looking statements are made based upon management's expectations and beliefs concerning future events impacting the Company and therefore involve a number of uncertainties and risks, including, but not limited to, those described in the Company's Annual Report on Form 10-K for 2001 and other filings with the Securities and Exchange Commission. As a result, the actual results of operations or financial condition of the Company could differ materially from those expressed or implied in such forward looking statements. * * * -----END PRIVACY-ENHANCED MESSAGE-----