- Current report filing (8-K)
December 01 2009 - 10:59AM
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):
December 1, 2009
SMURFIT-STONE
CONTAINER CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
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0-23876
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43-1531401
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(State or other jurisdiction of
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(Commission
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(I.R.S. Employer
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incorporation
or organization)
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File
Number)
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Identification
No.)
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222 North LaSalle Street
Chicago, Illinois 60601
(Address of principal executive offices) (Zip Code)
(312) 346-6600
(Registrants telephone number, including area code)
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:
o
Written communications
pursuant to Rule 425 under the Securities Act.
o
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act.
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act.
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act.
Item 8.01.
Other Events.
On
December 1, 2009, Smurfit-Stone Container Corporation (the Company)
announced that the Company and each of its subsidiaries and affiliates
currently acting as debtors in
possession under Chapter 11 of the United States Bankruptcy Code (the Debtors),
including those Debtors that are Canadian subsidiaries and parties to the
Companies Creditors Arrangement Act (Canada) proceeding, have filed a Joint
Plan of Reorganization and Plan of Compromise and Arrangement (the POR) and
Disclosure Statement with the United States Bankruptcy Court for the District
of Delaware. The POR contemplates that
the Debtors would emerge from Chapter 11 protection in early Spring 2010. A copy of the Companys press
release is
attached hereto as Exhibit 99.1.
Item
9.01. Financial Statements
and Exhibits.
(d)
Exhibits.
Exhibit No.
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Description
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99.1
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Press
Release dated December 1, 2009.
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Forward-looking statements
This Current Report on Form 8-K (including the exhibits) may
contain forward-looking statements within the meaning of the federal securities
laws, including statements regarding the intent, belief or current expectations
of the Company and its management which are made with words such as will, expect,
believe, and similar words. These forward-looking statements involve a number
of risks, uncertainties and other factors, which may cause the actual results
to be materially different from those expressed or implied in the
forward-looking statements. Important factors that could cause the actual
results of operations or financial condition of the Company to differ from
expectations include: (i) the Companys ability to continue as a going
concern; (ii) the ability of the Company to operate pursuant to the terms of
the Companys debtor-in-possession credit agreement, as amended; (iii) the
Companys ability to obtain court approval with respect to motions in its
Chapter 11 cases; (iv) the ability of the Company to confirm and consummate the POR; (v) the
ability of the Company to obtain and maintain normal terms with vendors and
service providers; (vi) the Companys ability to maintain contracts that
are critical to its operations; (vii) the potential adverse impact of its
Chapter 11 cases on the Companys liquidity or results of operations; (viii) the
ability of the Company to fund and execute its business plan; (ix) the
ability of the Company to attract, motivate and/or retain key executives and
employees; and (x) other risks and factors regarding the Company described
in the Companys Annual Report on Form 10-K for the year ended December 31,
2008, as updated from time to time in the Companys SEC filings, and in the
Disclosure Statement. The Company does not intend to review, revise, or update
any particular forward-looking statements in light of future events.
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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.
Dated:
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December 1, 2009
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SMURFIT-STONE
CONTAINER CORPORATION
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By:
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/s/
Craig A. Hunt
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Name:
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Craig
A. Hunt
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Title:
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Senior
Vice President, Secretary and
General Counsel
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3
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