Attached files
| file | filename |
|---|---|
| EX-99.3 - EX-99.3 - AVINTIV Specialty Materials Inc. | d731874dex993.htm |
| EX-99.4 - EX-99.4 - AVINTIV Specialty Materials Inc. | d731874dex994.htm |
| EX-99.1 - EX-99.1 - AVINTIV Specialty Materials Inc. | d731874dex991.htm |
| EX-99.2 - EX-99.2 - AVINTIV Specialty Materials Inc. | d731874dex992.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 28, 2014
POLYMER GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Commission File Number: 001-14330
| Delaware | 57-1003983 | |
| (State or Other Jurisdiction of Incorporation) |
(IRS Employer Identification No.) |
9335 Harris Corners Parkway, Suite 300
Charlotte, North Carolina 28269
(Address of principal executive offices, including zip code)
(704) 697-5100
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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:
| ¨ | 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 240.14-12) |
| ¨ | 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)) |
| Item 7.01 | Regulation FD Disclosure |
Polymer Group, Inc. (the “Company”) will be making available certain information to potential investors in connection with proposed debt financing transactions related to the Company’s previously announced acquisition of 71.25% of the outstanding capital stock of Companhia Providência Indústria e Comércio (“Providência”).
The information furnished under this Item 7.01 and in Exhibits 99.1-99.3 shall not be considered “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any future filing under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filings that such information is to be considered “filed” or incorporated by reference therein.
| Item 8.01 | Other Events |
On May 26, 2014, Providência called a shareholders meeting for June 11, 2014 to approve, in connection with the anticipated completion of our acquisition of 71.25% of Providência’s capital stock, a reduction in the size of the board of directors of Providência and the appointment of new members of the board.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
See the Exhibit Index immediately following the signature page hereto, which is incorporated herein by reference.
Forward-Looking Statements
Some of the matters discussed in this Current Report on Form 8-K (including Exhibits 99.3 and 99.4) may constitute forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current information and expectations and involve a number of risks and uncertainties. Actual results may differ materially from those projected in such statements due to various factors. For a discussion of the various factors that may cause actual results to differ materially from those projected, please refer to the risk factors and other disclosures contained in the Company’s previously filed Form 10-K, Forms 10-Q and other filings with the Securities and Exchange Commission.
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.
| POLYMER GROUP, INC. | ||||||
| Date: May 28, 2014 | By: | /s/ Dennis E. Norman | ||||
| Name: | Dennis E. Norman | |||||
| Title: | Executive Vice President, Chief Financial Officer and Treasurer | |||||
Index to Exhibits
| Exhibit |
Description | |
| 99.1 | Audited Historical Financial Information of Providência as of and for the years ended December 31, 2013 and 2012. | |
| 99.2 | Unaudited Historical Financial Information of Providência as of and for the fiscal quarters ended March 31, 2014 and 2013. | |
| 99.3 | Other supplemental information. | |
| 99.4 | Convening notice to shareholders’ meeting of Providência. | |