Current Report Filing (8-k)
March 03 2017 - 4:24PM
Edgar (US Regulatory)
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): March 3, 2017
SILGAN HOLDINGS INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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000-22117
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06-1269834
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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4 Landmark Square, Stamford, Connecticut
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06901
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code:
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(203) 975-7110
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N/A
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(Former name or former address, if changed since last report)
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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))
Section 2 – Financial Information
Item 2.04. Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement.
On March 3, 2017, Silgan Holdings Inc., or the Company, issued an irrevocable notice of partial redemption to the holders of its 5% Senior Notes due 2020, or the 5% Notes, for the redemption of $220 million aggregate principal amount of the 5% Notes. The 5% Notes were issued and the redemption of the 5% Notes will be effected pursuant to the terms of the Indenture, dated as of March 23, 2012, between the Company and U.S. Bank National Association, as trustee. The 5% Notes will be redeemed on April 3, 2017 at a redemption price of 101.25% of their outstanding principal amount, or approximately $222.75 million, plus accrued and unpaid interest up to the date of redemption. The Company will fund this redemption using a portion of the net proceeds it received from its recent issuance of €650 million of its 3 ¼% Senior Notes due 2025. As a result of this redemption, the Company will incur a loss on early extinguishment of debt of approximately $0.05 per diluted share.
Section 8—Other Events
On March 3, 2017, the Company issued a press release, attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing the partial redemption of the 5% Senior Notes due 2020.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
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Exhibit No.
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Description
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99.1
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Press Release dated March 3, 2017 announcing the partial redemption of the 5% Senior Notes due 2020.
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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: March 3, 2017
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INDEX TO EXHIBITS
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Exhibit No.
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Description
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99.1
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Press Release dated March 3, 2017 announcing the partial redemption of the 5% Senior Notes due 2020.
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