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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 16, 1997
Owens-Illinois, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-9576 22-2781933
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(State or other (Commission (IRS Employer
jurisdiction of File No.) Identification No.)
incorporation)
Owens-Illinois Group, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 33-13061 34-1559348
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(State or other (Commission (IRS Employer
jurisdiction of File No.) Identification No.)
incorporation)
One SeaGate, Toledo, Ohio 43666
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(Address of principal executive offices) (Zip code)
Registrants' telephone number,
including area code: 419-247-5000
Exhibit Index -- Page 4
Page 1 of 6 pages
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Item 5. Other Events.
On May 16, 1997, Owens-Illinois, Inc. issued a press release
announcing the consummation of: (1) its previously announced common stock
offering and senior note offerings; (2) amendments to its bank credit facility;
and, (3) release of collateral securing the credit facility and the Company's
11% senior debentures due 2003. In addition, the Company announced the call
for redemption on June 16, 1997 of an aggregate of $400 million principal
amount of its senior subordinated notes. The press release is set forth as
Exhibit 99 hereto.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit 99 - Owens-Illinois press release dated May 16, 1997.
Page 2 of 6 pages
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrants have duly caused this report to be signed on their behalf by the
undersigned thereunto duly authorized.
OWENS-ILLINOIS, INC.
OWENS-ILLINOIS GROUP, INC.
By /s/ Lee A. Wesselmann
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Lee A. Wesselmann
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
Dated: May 16, 1997
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EXHIBIT INDEX
Exhibit
Number Exhibit Page
99 Owens-Illinois press release dated May 16, 1997 5
Page 4 of 6 pages
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OWENS-ILLINOIS TO REDEEM $400 MILLION OF SENIOR SUBORDINATED NOTES; O-I ALSO
ANNOUNCES CLOSING OF EQUITY AND DEBT OFFERINGS, AMENDMENT OF CREDIT AGREEMENT
Toledo, Ohio, May 16, 1997 -- Owens-Illinois, Inc., (NYSE: OI) today
announced that it will call for redemption on June 16, 1997, an aggregate of
$400 million principal amount of its Senior Subordinated Notes. All of the
$250 million of 10 1/4% Senior Subordinated Notes due 1999 will be redeemed at
a redemption price of 100% of the principal amount plus accrued interest to the
redemption date, and all of the $150 million of 10 1/2% Senior Subordinated
Notes due 2002 will be redeemed at a redemption price of 105.25% of the
principal amount plus accrued interest to the redemption date, as provided in
the terms of the notes. Holders will receive a formal notice of the redemption
from Harris Trust and Savings Bank, trustee for both the 10 1/4% Senior
Subordinated Notes and the 10 1/2% Senior Subordinated Notes. The redemption
will be funded by borrowings under the company's bank credit facility.
Owens-Illinois also announced that it completed today the closings of its
previously announced offerings of 14,750,000 shares of common stock at a price
of $28.50 per share, $300 million principal amount of 7.85% Senior Notes due
May 15, 2004, and $300 million principal amount of 8.10% Senior Notes due May
15, 2007.
In addition, the company announced that it completed today the previously
announced amendments to its bank credit facility, which, among other things,
increase the amount the company may borrow to $3.0 billion from $1.8 billion
previously.
Concurrently with the closing of the Senior Note offerings, the company
today released the guarantees and collateral securing the credit facility and
the company's 11% Senior Debentures due 2003. As a result, the newly issued
Senior Notes rank pari passu with all other senior unsecured obligations of the
company, including its obligations under the amended credit facility and the
11% Senior Debentures.
As announced previously, the company has obtained consents and tenders
from registered holders of the 11% Senior Debentures representing more than 95%
of the $1 billion aggregate principal amount of the outstanding 11% Senior
Debentures. The tender offer will expire at midnight, New York City time, on
May 22, 1997, unless extended. (Holders may tender their 11% Senior Debentures
until such time but holders who had not already tendered by 5 p.m., New York
City time, on May 9, 1997, will not be entitled to receive the consent
payment.)
The redemption of the $400 million of Senior Subordinated Notes and the
tender offer for the 11% Senior Debentures are parts of a previously announced
refinancing plan designed to reduce interest expense and long term debt, extend
long term debt maturities, reduce the company's debt-to-equity ratio, and
improve its financial flexibility. Under the plan, the company intends to use
proceeds of approximately $1 billion from the common stock and Senior Note
offerings, combined with additional borrowings under the amended bank credit
facility, to refinance outstanding public indebtedness totaling $1.95 billion.
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In addition to the redemption of Senior Subordinated Notes being announced
today and the anticipated purchase of the 11% Senior Debentures, the refinanc-
ing plan also contemplates the redemption, at the company's option, of an
aggregate of $550 million principal amount of the company's remaining Senior
Subordinated Notes when and as they become redeemable beginning on August 1,
1997. The redemption of such notes will be made at the discretion of the
company, depending on prevailing market and economic conditions.
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CONTACT: Owens-Illinois, John Hoff, 419-247-1203
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