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

(Exact name of Registrant as specified in its charter)

 

Registrant's telephone number, including area code:

(203) 975-7110

 

 

 

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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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.

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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