PACTIV CORP - FORM 8-K - October 19, 2010

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EX-99.1 - EX-99.1 - PACTIV CORPc60794exv99w1.htm
 
 
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): October 19, 2010
 
PACTIV CORPORATION
(Exact Name of Registrant as Specified in Charter)
 
         
Delaware   1-15157   36-2552989
(State or Other Jurisdiction
of Incorporation) 		  (Commission
File Number) 		  (IRS Employer
Identification No.)
     
1900 West Field Court
Lake Forest, Illinois 		  60045
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (847) 482-2000
None
(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
þ     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

 

Item 8.01 Other Events.
     On October 19, 2010, Pactiv Corporation (the “Company”) issued a press release announcing the expiration of the early tender/consent deadline in connection with its previously commenced (i) tender offer and consent solicitation relating to its 6.400% Notes due January 15, 2018 (the “2018 Notes”), and (ii) tender offer and consent solicitation relating to its 5.875% Notes due July 15, 2012 (the “2012 Notes”).
     As of 5:00 p.m., New York City time, on October 18, 2010, 93.36% of the 2018 Notes were tendered and/or the related consents delivered, and not validly withdrawn, which exceeded the amount required to approve the elimination of the “change of control” covenants contained in the global notes and indentures governing the 2018 Notes.
     The Company has terminated its previously announced tender offer and consent solicitation for any and all of its outstanding 2012 Notes.
     A copy of the press release regarding the foregoing is filed as Exhibit 99.1 hereto and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
     
99.1
  Press Release dated October 19, 2010

 

 

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.
         
Dated: October 19, 2010   PACTIV CORPORATION
 		  
  By:   /s/ Joseph E. Doyle    
    Name:   Joseph E. Doyle   
    Title:   Vice President and General Counsel   
 

 

 

EXHIBIT INDEX
     
Exhibit No.   Description
 
    
99.1
  Press Release dated October 19, 2010.

 

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