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): September 8, 2023

SONOCO PRODUCTS COMPANY

 Commission File No. 001-11261

 

South Carolina	57-0248420
(State or other jurisdiction or incorporation)	(I.R.S. Employer Identification Number)

1 N. Second St.

Hartsville, South Carolina 29550

(Address of principal executive offices)(Zip code)

Telephone: (843) 383-7000

(Registrant's telephone number, including area code)

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

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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
No par value common stock	SON	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01    Regulation FD Disclosure.

On September 8, 2023, the Company issued a press release, announcing the completion of the purchase of the remaining equity interest in RTS Packaging, LLC, from joint venture partner WestRock Company ("WestRock") and one WestRock paper mill in Chattanooga, Tennessee. The purchase price was $330 million, subject to customary price adjustments. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information set forth in this Item 7.01 and in the attached Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits

99.1	Press Release, dated September 8, 2023, announcing the completion of the acquisition of RTS Packaging
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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.

 

	SONOCO PRODUCTS COMPANY
Date: September 11, 2023	By:	/s/ Robert R. Dillard
		Robert R. Dillard
		Chief Financial Officer

EX-99.1

Exhibit 99.1

Contact:

Lisa Weeks

+843-383-7524

lisa.weeks@sonoco.com

Sonoco Completes Acquisition of RTS Packaging

HARTSVILLE, S.C., U.S. – September 8, 2023 – Sonoco Products Company (NYSE: SON) (“Sonoco” or the “Company”), a diversified global packaging leader, today announced the completion of its acquisition of the remaining equity interest in RTS Packaging, LLC (“RTS”) from joint venture partner WestRock (NYSE:WRK) and one WestRock paper mill in Chattanooga, Tennessee.The acquisition, originally announced on November 9, 2022, will further strengthen and expand Sonoco’s 100% recycled fiber-based packaging solutions to serve growing consumer wine, spirits, food, beauty and healthcare markets.Prior to closing the transaction, Sonoco was a 35% owner in the joint venture with WestRock.

With this acquisition, Sonoco adds a network of 15 operations and 1,100 employees in the U.S., Mexico, and South America.The purchase price for this acquisition was $330 million, subject to customary price adjustments.The Company funded the acquisition with borrowings under its existing credit facilities and cash on hand.After the transaction, the Company’s net debt to adjusted EBITDA ratio is less than 2.9x.The acquisition is expected to be immediately accretive to earnings per share, excluding the impact of purchase accounting adjustments.

###

About Sonoco Founded in 1899, Sonoco (NYSE:SON) is a global provider of packaging products. With net sales of approximately $7.3 billion in 2022, the Company has approximately 22,000 employees working in more than 310 operations around the world, serving some of the world’s best-known brands. With our corporate purpose of Better Packaging. Better Life., Sonoco is committed to creating sustainable products, and a better world, for our customers, employees and communities. The Company ranked first in the Packaging sector on Fortune’s World’s Most Admired Companies for 2022 and was also included in Barron’s 100 Most Sustainable Companies for the fourth consecutive year. For more information on the Company, visit our website at www.sonoco.com.

Forward-Looking Statements This news release includes forward-looking statements. Such forward-looking statements are based on current expectations, estimates and projections about the Company, RTS, and the acquired paper mill in Chattanooga, Tennessee (the “Chattanooga Mill”), the industry and certain assumptions made by management. Such information includes, without limitation, discussions as to guidance and other estimates, perceived opportunities, expectations, beliefs, plans, strategies, goals and objectives concerning the Company’s, RTS’s and the Chattanooga Mill’s future financial and operating performance. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict, including the ability of the parties to complete the transaction on the anticipated timetable, the parties’ ability to satisfy the closing conditions to the transaction and the ability of the Company to realize the anticipated benefits and synergies from the transaction. Therefore, actual results may differ materially from those expressed or forecasted in such forward-looking statements.

North Second Street

Hartsville, S.C. 29550 USA

843/383-7794

www.sonoco.com

Additional information concerning some of the factors that could cause materially different results is included in the Company’s reports on forms 10-K, 10-Q and 8-K filed with the Securities and Exchange Commission. Such reports are available from the Securities and Exchange Commission’s public reference facilities and its website, sec.gov, and from the Company’s investor relations department and the Company’s website, www.sonoco.com.

XML

Cover Page	Sep. 08, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Sep. 08, 2023
Entity Registrant Name	SONOCO PRODUCTS COMPANY
Entity File Number	001-11261
Entity Incorporation, State or Country Code	SC
Entity Tax Identification Number	57-0248420
Entity Address, Address Line One	1 N. Second St.
Entity Address, City or Town	Hartsville
Entity Address, State or Province	SC
Entity Address, Postal Zip Code	29550
City Area Code	843
Local Phone Number	383-7000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	No par value common stock
Trading Symbol	SON
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0000091767