UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-A
For Registration of Certain Classes of
Securities
Pursuant to Section 12(b) or 12(g) of the
Securities Exchange Act of 1934
Amcor plc
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Amcor Finance (USA), Inc.
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Jersey
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Delaware
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(Exact name of registrant as specified in its charter)
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(Exact name of registrant as specified in its charter)
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98-1455367
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95-4559504
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(I.R.S. employer identification number)
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(I.R.S. employer identification number)
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83 Tower Road North
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2801 SW 149th Avenue, Suite 350
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Warmley, Bristol BS30 8XP
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Miramar, Florida 33027
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United Kingdom
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United States of America
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+44 117 9753200
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+1 954 499 4800
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Amcor UK Finance plc
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Amcor Pty Ltd
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United Kingdom
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Australia
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(Exact name of registrant as specified in its charter)
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(Exact name of registrant as specified in its charter)
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N/A
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N/A
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(I.R.S. employer identification number)
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(I.R.S. employer identification number)
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83 Tower Road North
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Level 11, 60 City Road
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Warmley, Bristol BS30 8XP
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Southbank, Victoria 3006
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United Kingdom
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Australia
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+44 117 9753200
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+61 3 9226 9000
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Bemis Company, Inc.
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Missouri
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(Exact name of registrant as specified in its charter)
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43-0178130
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(I.R.S. employer identification number)
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2301 Industrial Drive
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Neenah, Wisconsin 54956
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United States of America
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+1 920 527-5500
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Securities to be registered pursuant to Section 12(b) of
the Act:
Title of Each Class
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Name of Each Exchange on which
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to be so Registered
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Each Class is to be Registered
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1.125%
Guaranteed Senior Notes Due 2027
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New York Stock Exchange
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If
this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective
pursuant to General Instruction A.(c), please check the following box. x
If
this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective
pursuant to General Instruction A.(d), please check the following box. o
If
this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box.
o
Securities Act registration statement or Regulation A offering
statement file number to which this form relates (if applicable): 333-239060
Securities to be registered pursuant to Section 12(g) of
the Act: None
INFORMATION REQUIRED IN REGISTRATION
STATEMENT
Item 1: Description of Registrant’s Securities to be
Registered
Amcor
UK Finance plc (the “Amcor UK”) registers hereunder its 1.125% Guaranteed Senior Notes Due 2027 (the “Notes”)
and the corresponding guarantees of Amcor UK’s obligations under the Notes by each of Amcor plc, Amcor Finance (USA), Inc.,
Amcor Pty Ltd and Bemis Company, Inc. (collectively, the “Guarantees” and, together with the Notes, the “Securities”).
For a description of the Securities, reference is made to the information under the heading (i) “Description of the Securities”
in Amcor UK’s prospectus supplement dated June 16, 2020 (the “Prospectus Supplement”), which was filed with the
U.S. Securities and Exchange Commission (the “Commission”) on June 18, 2020 pursuant to Rule 424(b) under the Securities
Act of 1933, as amended, supplementing the Company’s prospectus, dated June 10, 2020 (the “Prospectus”), which
forms part of the Company’s registration statement on Form S-3 (No. 333-239060), filed with the Commission on June 10, 2020, and (ii) “Description of Debt Securities and Guarantees”
in the Prospectus. Each description referred to above is hereby incorporated by reference herein.
Item 2: Exhibits
Exhibit 4.1
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Indenture, dated as of June 23, 2020, among Amcor UK Finance plc, Amcor plc, Amcor Finance (USA), Inc., Amcor Pty Ltd and Bemis Company, Inc. and Deutsche Bank Trust Company Americas, as trustee (including the guarantees) (incorporated herein by reference to Exhibit 4.1 to Amcor plc’s Current Report on Form 8-K filed on June 23, 2020).
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Exhibit 4.2
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Form of 1.125% Senior Notes due 2027 (incorporated herein by reference to Exhibit 4.2 to Amcor plc’s Current Report on Form 8-K filed on June 23, 2020).
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SIGNATURE
Pursuant to the requirements of Section 12
of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by
the undersigned, thereto duly authorized.
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AMCOR PLC
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By:
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/s/ Damien Clayton
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Name: Damien Clayton
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Title: Company Secretary
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Dated: June 30, 2020
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AMCOR UK FINANCE PLC
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By:
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/s/ Graeme Vavasseur
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Name: Graeme Vavasseur
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Title: Director
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Dated: June 30, 2020
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AMCOR FINANCE (USA), INC.
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By:
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/s/ Robert Mermelstein
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Name: Robert Mermelstein
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Title: President
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Dated: June 30, 2020
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AMCOR PTY LTD
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By:
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/s/ Anthony Avitabile
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Name: Anthony Avitabile
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Title: Director
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Dated: June 30, 2020
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BEMIS COMPANY, INC.
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By:
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/s/ Louis F. Stephan
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Name: Louis F. Stephan
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Title: President
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Dated: June 30, 2020
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