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): November 11, 2015
BERRY PLASTICS GROUP, INC.
(Exact name of registrant as specified in charter)
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Delaware
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1-35672
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20-5234618
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(State of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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101 Oakley Street
Evansville, Indiana 47710
(Address of principal executive offices / Zip Code)
(812) 424-2904
(Registrant’s 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:
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Written communications pursuant to Rule 425 under the Securities Act.
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 13, 2015, Berry Plastics Group, Inc. (the “Company”) announced a new streamlined business structure which organizes the Company into three market-focused divisions. The new divisions are: Health, Hygiene, and Specialties; Consumer Packaging; and Engineered Materials. The Company also announced several management changes to reflect the new division structure, including the appointment of Scott Tracey to the position of President, Health, Hygiene & Specialties Division and Thomas E. Salmon to the position of President, Consumer Packaging Division.
Mr. Tracey, age 47, most recently served as North America President of AVINTIV, Inc (“Avintiv”). Mr. Tracey previously served as Avintiv’s Europe/Mideast/Africa President from 2012 to 2014. The appointment is effective November 30, 2015.
Mr. Salmon, age 52, most recently served as the Company’s President – Rigid Closed Top Division, a position he held since 2014. Mr. Salmon previously served as President of the Company’s Engineered Materials Division from 2006-2014. The appointment is effective November 30, 2015.
In addition, Mr. Begle, age 40, will continue in his role as President – Engineered Materials Division. Since 2000, Mr. Begle has held multiple positions of increasing responsibility with the Company. Mr. Begle most recently served as the Company’s President – Rigid Closed Top Division, a position he held from 2009 to 2014.
As a result of the new streamlined business structure, effective November 30, 2015, several positions are no longer executive officer positions of the Company for securities law purposes, including the President – Open Top Division, who was a named executive officer in the Company's last proxy statement and will continue with the Company in a role that is not an executive officer position for securities law purposes.
Item 7.01 Regulation FD Disclosure.
On November 13, 2015, the Company issued a press release announcing the changes to its management structure. The press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. The press release attached as Exhibit 99.1 is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit
Number Description
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99.1
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Press Release dated November 13, 2015
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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 thereunto duly authorized.
| BERRY PLASTICS GROUP, INC. | |||
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By:
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/s/ Jason K. Greene | |
| Dated: November 16, 2015 | Executive Vice President and General Counsel | ||
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NEWS RELEASE
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FOR IMMEDIATE RELEASE
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Berry Plastics Group, Inc. Announces New Business Structure
Creation of three market-focused divisions allows Company to
best serve customers, drive future growth, and maximize shareholder value
EVANSVILLE, Ind. – November 13, 2015 – Berry Plastics Group, Inc. (NYSE:BERY) today announced a new streamlined business structure which organizes the Company into three market-focused divisions, designed to allow the Company to best serve its customers, drive future growth, and maximize shareholder value. The new divisions are: Health, Hygiene, and Specialties; Consumer Packaging; and Engineered Materials.
“I am extremely excited about the transformation taking place at Berry Plastics. The new organization streamlines the Company while aligning our businesses closely with the markets that we serve,” said Jon Rich, Berry Plastics’ Chairman and CEO. “I am confident that this new structure will allow us to best integrate the newly acquired AVINTIV business into Berry Plastics and accelerate the strategic growth of the Company, while strengthening the service we provide to our customers and the value we create for our shareholders.”
The new business structure will be led by experienced leaders from the heritage Berry Plastics and AVINTIV organizations. The divisions and leaders in the new structure are:
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Health, Hygiene, and Specialties – The Health, Hygiene, and Specialties Division will consist of the newly acquired AVINTIV business, in addition to Berry Plastics’ heritage flexible packaging personal care and medical product lines that were previously part of the Company’s Flexible Packaging Division. The Health, Hygiene and Specialties Division will be led by Scott Tracey, currently AVINTIV’s North America President. Tracey joined PGI in 2004 and served as AVINTIV’s Europe/Mideast/Africa President from 2012-2014.
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Consumer Packaging – The Consumer Packaging Division combines Berry Plastics’ heritage Rigid Open Top and Rigid Closed Top divisions, the flexible packaging food and consumer product lines that were formerly part of the Company’s Flexible Packaging Division, and the shrink film product lines that were formerly part of Berry Plastics’ Engineered Materials Division. Tom Salmon, currently President of the Rigid Closed Top Division, will now lead the Consumer Packaging Division. Salmon joined Covalence, a predecessor company of Berry, in 2006 and served as President of Berry Plastics’ Engineered Materials Division from 2006-2014.
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Engineered Materials – The Engineered Materials Division combines Berry Plastics’ historical Engineered Materials Division and its Flexible Packaging converter product line, except for the shrink film products that are moving to Consumer Packaging. Curt Begle will continue in his role as President of Engineered Materials. Begle began his career with Berry Plastics in 1999 and served as President of the Company’s Rigid Closed Top Division from 2009-2014.
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-more-
With the announcement of Berry Plastics’ new business structure, current AVINTIV President and CEO, Joel Hackney has chosen to leave Berry Plastics to pursue other opportunities. We thank him for his strong leadership and significant accomplishments in building AVINTIV and wish him well in the future.
Berry Plastics completed its acquisition of AVINTIV Inc. on October 1, 2015.
About Berry Plastics
Berry Plastics Group, Inc. is a leading provider of value-added plastic consumer packaging and engineered materials delivering high-quality customized solutions to our customers with $6.7 billion of pro forma net sales in fiscal 2015. With world headquarters in Evansville, Indiana, the Company’s common stock is listed on the New York Stock Exchange under the ticker symbol BERY. For additional information, visit the Company’s website at berryplastics.com.
Forward-looking statements
Certain statements and information included in this release may constitute "forward looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of Berry Plastics to be materially different from any future results, performance, or achievements expressed or implied in such forward looking statements. Additional discussion of factors that could cause actual results to differ materially from management’s projections, forecasts, estimates and expectations is contained in the company’s SEC filings. We do not undertake any obligation to update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.
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Investor Contact:
Dustin Stilwell
812.306.2964
dustinstilwell@berryplastics.com
Media Contact:
Eva Schmitz
812.306.2424
evaschmitz@berryplastics.com