-----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, Mc1iNdX7V7mNlQ3U0Xosvra0tEtuA6nPTO7hSoyHiQP2d/Vf/4K5AQOZuTAyth51 lFNFt543MwCEUPfQ3Yt9IQ== 0000950136-02-001681.txt : 20020607 0000950136-02-001681.hdr.sgml : 20020607 20020604131120 ACCESSION NUMBER: 0000950136-02-001681 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020530 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020604 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JARDEN CORP CENTRAL INDEX KEY: 0000895655 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 351828377 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13665 FILM NUMBER: 02669779 BUSINESS ADDRESS: STREET 1: 555 THEODORE FREMD AVE CITY: RYE STATE: NY ZIP: 10580 BUSINESS PHONE: 914 967 9400 MAIL ADDRESS: STREET 1: 5875 CASTLE CREEK PARKWAY, NORTH DRIVE STREET 2: SUITE 440 CITY: INDIANAPOLIS STATE: IN ZIP: 46250-4330 8-K 1 file001.txt FORM 8-K 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 30, 2002 ------------ Jarden Corporation ------------------ (Exact name of registrant as specified in its charter) Delaware 0-21052 35-1828377 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 555 Theodore Fremd Avenue, Rye, New York 10580 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (914) 967-9400 -------------- Alltrista Corporation (Former name or former address, if changed since last report.) Item 5. Other Events On March 21, 2002, our board of directors adopted resolutions approving and recommending to our stockholders an amendment to our Restated Certificate of Incorporation changing our name from "Alltrista Corporation" to "Jarden Corporation." On May 30, 2002, our stockholders approved the change of our name at our annual meeting of stockholders and, on May 31, 2002, we filed a Certificate of Amendment to our Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the change of our name to "Jarden Corporation." A true copy of the Certificate of Amendment of the Restated Certificate of Incorporation as filed with the Secretary of State of the State of Delaware is filed as Exhibit 3.2 to this Current Report. On May 2, 2002, our board of directors adopted resolutions approving a 2-for-1 split of our issued shares of common stock. Stockholders of record at the close of business on May 20, 2002 received, on June 3, 2002, one additional share of our common stock for every share of our common stock held. Item 7. Financial Statements and Exhibits (a) Financial Statements of Business Acquired. None. (b) Pro Forma Financial Information. None. (c) Exhibits. Exhibit Description 3.1 Restated Certificate of Incorporation of the Registrant (filed as Exhibit 3.1 to the Registrant's Annual Report on Form 10-K, filed with the Commission on March 27, 2002 and incorporated herein by reference). 3.2 Certificate of Amendment to the Restated Certificate of Incorporation of the Registrant.* -------------- * Filed herewith. 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. Dated: June 3, 2002 JARDEN CORPORATION (f/k/a Alltrista Corporation) By: /s/ Ian G.H. Ashken -------------------- Name: Ian G.H. Ashken Title: Vice Chairman, Chief Financial Officer, and Secretary EX-3.2 3 file002.txt CERTIFICATE OF AMEND TO THE RESTATED CERTIFICATE CERTIFICATE OF AMENDMENT OF THE RESTATED CERTIFICATE OF INCORPORATION OF ALLTRISTA CORPORATION ----------------- (Under Section 242 of the General Corporation Law) It is hereby certified that: 1. The name of the corporation is Alltrista Corporation (hereinafter referred to as the "Corporation"). 2. The Certificate of Incorporation of the Corporation is hereby amended by striking out Article I thereof and by substituting in lieu of said Article I the following new Article I: "The name of the corporation is JARDEN CORPORATION (hereinafter, the "Corporation")." 3. The amendment of the Certificate of Incorporation herein certified has been duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware. Dated: May 30, 2002. ALLTRISTA CORPORATION By: /s/ Ian G.H. Ashken -------------------------------- Name: Ian G.H. Ashken Title: Vice Chairman, CFO and Secretary -----END PRIVACY-ENHANCED MESSAGE-----