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:
i☐
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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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
iNo par value common stock
iSON
iNew
York Stock Exchange, LLC
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 i☐
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. ☐
Section 2 - Financial Information
Item 2.01Completion of Acquisition or Disposition of Assets.
On December 31, 2019, Sonoco Products Company (the "Company"), completed the acquisition of Thermoform
Engineered
Quality, LLC, and Plastique Holdings, LTD, (together "TEQ"), from ESCO Technologies, Inc,
subject to the terms and conditions of the Equity Purchase Agreement dated November 15, 2019 and filed in the
the transaction using short-term credit facilities. As is typical, final consideration will be subject to a post-closing adjustment for the change in net working capital to the date of closing.
The operations acquired consist of three thermoforming and extrusion facilities
in the United States along with a
thermoforming operation in the United Kingdom and thermoforming and molded-fiber manufacturing in Poland,
which together employ approximately 500 associates. These facilities are capable of producing sterile, barrier
packaging systems for pharmaceuticals and medical devices and recyclable molded pulp fiber packaging and
thermoformed plastic packaging for multiple consumer products. The acquisition of TEQ provides a strong
platform to further expand Sonoco's growing healthcare packaging business. TEQ's financial results will be
reported within the Company's Consumer Packaging segment.
Financial
statements of TEQ and pro forma information are not included in this Form 8-K as the criteria
under Rule 3-05(b) and Article 11, respectively, of Regulation S-X were not met.
A copy of the news release issued by Sonoco announcing the completion of this acquisition is being filed as
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
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.