SILGAN HOLDINGS INC
8-K, 1995-06-12
FABRICATED STRUCTURAL METAL PRODUCTS
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                       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): June 2, 1995


                              SILGAN HOLDINGS INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)



    Delaware                     33-28409                      06-1269834
- ----------------           ------------------------       -------------------
(State or other            (Commission File Number)          (IRS Employer
 jurisdiction of                                          Identification No.)
 incorporation)



4 Landmark Square, Stamford, Connecticut                             06901
- -----------------------------------------------------------------------------
(Address of principal executive offices)                          (Zip Code)


Registrant's telephone number, including area code: (203) 975-7110


<PAGE>



Item 5: Other Events.
- --------------------

     On June 2, 1995, Silgan Containers Corporation  ("Containers"),  a Delaware
corporation  and wholly owned  subsidiary of Silgan  Corporation  ("Silgan"),  a
Delaware  corporation  and wholly  owned  subsidiary  of Silgan  Holdings  Inc.,
entered into a purchase  agreement with American National Can Company ("ANC"), a
Delaware  corporation,  pursuant to which Containers has agreed to purchase from
ANC, and ANC has agreed to sell to Containers,  the assets of ANC's Food Metal &
Specialty  business,  which had sales of approximately  $597 million in 1994 and
which  manufactures,  markets and sells metal food  containers and rigid plastic
containers  for a variety of food  products and metal caps and closures for food
and beverage products (the  "Business"),  subject to certain excluded assets. In
connection  with such  acquisition,  Containers  has  agreed  to assume  certain
liabilities  of the Business.  The closing for such  acquisition is scheduled to
occur no later than December 31, 1995, but is subject to Silgan having completed
the financing for such  acquisition  and the  expiration or  termination  of all
applicable waiting periods under the  Hart-Scott-Rodino  Antitrust  Improvements
Act of  1976,  as  amended.  Silgan  intends  to  finance  such  acquisition  by
refinancing its senior secured indebtedness with a bank credit facility.



                                     - 2 -

<PAGE>


                                   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.

                                               SILGAN HOLDINGS INC.


                                                By: /s/Harley Rankin, Jr.
                                                    -------------------------
                                                    Harley Rankin, Jr.
                                                    Executive Vice President,
                                                    Chief Financial Officer
                                                    and Treasurer


Date:  June 9, 1995



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