SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A-1
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________________ to _________________
Commission file number 000-22117
SILGAN HOLDINGS INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 06-1269834
------------------------ ------------------------------------
(State of Incorporation) (I.R.S. Employer Identification No.)
4 Landmark Square, Stamford, Connecticut 06901
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 975-7110
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.01 per share
---------------------------------------
(Title of Class)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
As of February 27, 1998, the aggregate market value of the voting stock held by
non-affiliates of the Registrant was approximately $462,588,501.
As of February 27, 1998, the number of shares outstanding of the registrant's
common stock, par value $0.01 per share, was 18,874,834.
Documents Incorporated by Reference:
Portions of the Registrant's Proxy Statement for its Annual Meeting of
Stockholders to be held on June 2, 1998 are incorporated by reference in Part
III of this Annual Report on Form 10-K.
<PAGE>
The Registrant is filing this Form 10-K/A-1 to refile herewith certain
exhibits to its Annual Report on Form 10-K for the fiscal year ended December
31, 1997. These exhibits are restated financial data schedules for the fiscal
years ended December 31, 1996 and 1995 and for each of the interim periods
during the fiscal years ended December 31, 1997 and 1996, each of which have
been restated in accordance with Statement of Financial Accounting Standards No.
128 "Earnings Per Share". Because the EDGAR system encountered errors while
processing these exhibits, they were not included as exhibits to the
Registrant's Annual Report on Form 10-K for the fiscal year ended December 31,
1997 as intended.
-1-
<PAGE>
PART IV
Item 14. Exhibits, Financial Statements, Schedules, and Reports on Form 8-K.
(a)
Exhibits:
Exhibit
Number Description
3.1 Restated Certificate of Incorporation of Holdings (incorporated
by reference to Exhibit 3.1 filed with Holdings' Annual Report
on Form 10-K for the year ended December 31, 1996, Commission
File No. 000-22117).
3.2 Amended and Restated By-laws of Holdings (incorporated by
reference to Exhibit 3.2 filed with Holdings' Annual Report on
Form 10-K for the year ended December 31, 1996, Commission File
No. 000-22117).
4.1 Indenture, dated as of July 22, 1996, between Holdings and
State Street Bank & Trust Company (as successor to Fleet
National Bank) as Trustee, with respect to the Exchange
Debentures (incorporated by reference to Exhibit 4.10 filed
with Holdings' Amendment No. 2 to Registration Statement on
Form S-4, dated October 31, 1996, Registration Statement No.
33-9979).
4.2 Form of Holdings' Subordinated Debentures due 2006
(incorporated by reference to Exhibit 4.11 filed with Holdings'
Amendment No. 2 to Registration Statement on Form S-4, dated
October 31, 1996, Registration Statement No. 33-9979).
4.3 Indenture, dated as of June 9, 1997, between Holdings (as
successor to Silgan Corporation) and The First National Bank of
Chicago, as trustee, with respect to the 9% Debentures
(incorporated by reference to Exhibit 4.1 filed with Holdings'
Current Report on Form 8-K, dated June 9, 1997, Commission File
No. 000-22117).
4.4 First Supplemental Indenture, dated as of June 24, 1997 among
Holdings, Silgan Corporation and The First National Bank of
Chicago, as trustee, to the Indenture, dated as of June 9,
1997, between Holdings (as successor to Silgan Corporation) and
The First National Bank of Chicago, as trustee, with respect to
the 9% Debentures (incorporated by reference to Exhibit 4.2
filed with Holdings' Registration Statement on Form S-4, dated
July 8, 1997, Registration Statement No. 333-30881).
4.5 Form of Holdings' 9% Senior Subordinated Debentures due 2009
(incorporated by reference to Exhibit 4.10 filed with Holdings'
Registration Statement on Form S-4, dated July 8, 1997,
Registration Statement No. 333-30881).
10.1 Supply Agreement between Containers and Nestle for Hanford,
California effective August 31, 1987 (incorporated by reference
to Exhibit 10(xi) filed with Silgan Corporation's Registration
Statement on Form S-1, dated January 11, 1988, Registration
Statement No. 33-18719) (Portions of this Exhibit are subject
to confidential treatment pursuant to order of the Commission).
-2-
<PAGE>
10.2 Amendment to Supply Agreement for Hanford, California, dated
July 1, 1990 (incorporated by reference to Exhibit 10.31 filed
with Holdings' Registration Statement on Form S-1, dated March
18, 1992, Registration Statement No. 33-46499) (Portions of
this Exhibit are subject to confidential treatment pursuant to
order of the Commission).
10.3 Supply Agreement between Containers and Nestle for Riverbank,
California effective August 31, 1987 (incorporated by reference
to Exhibit 10(xii) filed with Silgan Corporation's Registration
Statement on Form S-1, dated January 11, 1988, Registration
Statement No. 33-18719) (Portions of this Exhibit are subject
to confidential treatment pursuant to order of the Commission).
10.4 Supply Agreement between Containers and Nestle for Morton,
Illinois, effective August 31, 1987 (incorporated by reference
to Exhibit 10(vii) filed with Silgan Corporation's Registration
Statement on Form S-1, dated January 11, 1988, Registration
Statement No. 33-18719) (Portions of this Exhibit are subject
to confidential treatment pursuant to order of the Commission).
10.5 Amendment to Supply Agreement for Morton, Illinois, dated July
1, 1990 (incorporated by reference to Exhibit 10.36 filed with
Holdings' Registration Statement on Form S-1, dated March 18,
1992, Registration Statement No. 33-46499) (Portions of this
Exhibit are subject to confidential treatment pursuant to order
of the Commission).
10.6 Supply Agreement between Containers and Nestle for Ft. Dodge,
Iowa, effective August 31, 1987 (incorporated by reference to
Exhibit 10(xiv) filed with Silgan Corporation's Registration
Statement on Form S-1, dated January 11, 1988, Registration
Statement No. 33-18719) (Portions of this Exhibit are subject
to confidential treatment pursuant to order of the Commission).
10.7 Amendment to Supply Agreement for Ft. Dodge, Iowa, dated March
1, 1990 (incorporated by reference to Exhibit 10.38 filed with
Holdings' Registration Statement on Form S-1, dated March 18,
1992, Registration Statement No. 33-46499) (Portions of this
Exhibit are subject to confidential treatment pursuant to order
of the Commission).
10.8 Supply Agreement between Containers and Nestle for St. Joseph,
Missouri, effective August 31, 1987 (incorporated be reference
to Exhibit 10(xvii) filed with Silgan Corporation's
Registration Statement on Form S-1, dated January 11, 1988,
Registration Statement No. 33-18719) (Portions of this Exhibit
are subject to confidential treatment pursuant to order of the
Commission).
10.9 Amendment to Supply Agreement for St. Joseph, Missouri, dated
March 1, 1990 (incorporated by reference to Exhibit 10.42 filed
with Holdings' Registration Statement on Form S-1, dated March
18, 1992, Registration Statement No. 33-46499) (Portions of
this Exhibit are subject to confidential treatment pursuant to
order of the Commission).
-3-
<PAGE>
10.10 Supply Agreement between Containers and Nestle for Trenton,
Missouri, effective August 31, 1987 (incorporated by reference
to Exhibit 10(xviii) filed with Silgan Corporation's
Registration Statement on Form S-1, dated January 11, 1988,
Registration Statement No. 33-18719) (Portions of this Exhibit
are subject to confidential treatment pursuant to order of the
Commission).
10.11 Amendment to Supply Agreement for Trenton, Missouri, dated
March 12, 1990 (incorporated by reference to Exhibit 10.44
filed with Holdings' Registration Statement on Form S-1, dated
March 18, 1992, Registration Statement No. 33-46499) (Portions
of this Exhibit are subject to confidential treatment pursuant
to order of the Commission).
10.12 Supply Agreement between Containers and Nestle for Moses Lake,
Washington, effective August 31, 1987 (incorporated by
reference to Exhibit 10(xxii) filed with Silgan Corporation's
Registration Statement on Form S-1, dated January 11, 1988,
Registration Statement No. 33-18719) (Portions of this Exhibit
are subject to confidential treatment pursuant to order of the
Commission).
10.13 Amendment to Supply Agreement for Moses Lake, Washington, dated
March 1, 1990 (incorporated by reference to Exhibit 10.51 filed
with Holdings' Registration Statement on Form S-1, dated March
18, 1992, Registration Statement No. 33-46499) (Portions of
this Exhibit are subject to confidential treatment pursuant to
order of the Commission).
10.14 Supply Agreement between Containers and Nestle for Jefferson,
Wisconsin, effective August 31, 1987 (incorporated by reference
to Exhibit 10(xxiii) filed with Silgan Corporation's
Registration Statement on Form S-1, dated January 11, 1988,
Registration Statement No. 33-18719) (Portions of this Exhibit
are subject to confidential treatment pursuant to order of the
Commission).
10.15 Amendment to Supply Agreement for Jefferson, Wisconsin, dated
March 1, 1990 (incorporated by reference to Exhibit 10.53 filed
with Holdings' Registration Statement on Form S-1, dated March
18, 1992, Registration Statement No. 33-46499) (Portions of
this Exhibit are subject to confidential treatment pursuant to
order of the Commission).
10.16 Amendment to Supply Agreements, dated November 17, 1989 for Ft.
Dodge, Iowa; Hillsboro, Oregon; Jefferson, Wisconsin; St.
Joseph, Missouri; and Trenton, Missouri (incorporated by
reference to Exhibit 10.49 filed with Silgan Corporation's
Annual Report on Form 10-K, for the year ended December 31,
1989, Commission File No. 33-18719) (Portions of this Exhibit
are subject to confidential treatment pursuant to order of the
Commission).
+10.17 Employment Agreement, dated as of September 14, 1987, between
James Beam and Canaco Corporation (Containers) (incorporated by
reference to Exhibit 10(vi) filed with Silgan Corporation's
Registration Statement on Form S-1, dated January 11, 1988,
Registration Statement No. 33-18719).
-4-
<PAGE>
+10.18 Employment Agreement, dated as of September 1, 1989, between
Silgan, InnoPak Plastics Corporation (Plastics), Russell F.
Gervais and Aim Packaging, Inc. (incorporated by reference to
Exhibit 5 filed with Silgan Corporation's Report on Form 8-K,
dated March 15, 1989, Commission File No. 33-18719).
+10.19 InnoPak Plastics Corporation (Plastics) Pension Plan for
Salaried Employees (incorporated by reference to Exhibit 10.32
filed with Silgan Corporation's Annual Report on Form 10-K for
the year ended December 31, 1988, Commission File No.
33-18719).
+10.20 Containers Pension Plan for Salaried Employees (incorporated by
reference to Exhibit 10.34 filed with Silgan Corporation's
Annual Report on Form 10-K for the year ended December 31,
1988, Commission File No. 33-18719).
+10.21 Silgan Holdings Inc. Fourth Amended and Restated 1989 Stock
Option Plan (incorporated by reference to Exhibit 10.21 filed
with Holdings' Annual Report on Form 10-K for the year ended
December 31, 1996, Commission File No. 000-22117).
+10.22 Form of Holdings Nonstatutory Stock Option Agreement
(incorporated by reference to Exhibit 10.22 filed with
Holdings' Annual Report on Form 10-K for the year ended
December 31, 1996, Commission File No. 000-22117).
10.23 Stockholders Agreement, dated as of December 21, 1993, among R.
Philip Silver, D. Greg Horrigan, MSLEF II, BTNY, First Plaza
and Holdings (incorporated by reference to Exhibit 3 filed with
Holdings' Current Report on Form 8-K, dated March 25, 1994,
Commission File No. 33-28409).
+10.24 Amended and Restated Management Services Agreement, dated as of
February 14, 1997, between S&H and Holdings (incorporated by
reference to Exhibit 10.25 filed with Holdings' Annual Report
on Form 10-K for the year ended December 31, 1996, Commission
File No. 000-22117).
+10.25 Amended and Restated Management Services Agreement, dated as of
February 14, 1997, between S&H and Containers (incorporated by
reference to Exhibit 10.26 filed with Holdings' Annual Report
on Form 10-K for the year ended December 31, 1996, Commission
File No. 000-22117).
+10.26 Amended and Restated Management Services Agreement, dated as of
February 14, 1997, between S&H and Plastics (incorporated by
reference to Exhibit 10.27 filed with Holdings' Annual Report
on Form 10-K for the year ended December 31, 1996, Commission
File No. 000-22117).
10.27 Purchase Agreement, dated as of September 3, 1993, between
Containers and Del Monte (incorporated by reference to Exhibit
1 filed with Holdings' Current Report on Form 8-K, dated
January 5, 1994, Commission File No. 33-28409).
-5-
<PAGE>
10.28 Amendment to Purchase Agreement, dated as of December 10, 1993,
between Containers and Del Monte (incorporated by reference to
Exhibit 2 filed with Holdings' Current Report on Form 8-K,
dated January 5, 1994, Commission File No. 33-28409).
10.29 Supply Agreement, dated as of September 3, 1993, between
Containers and Del Monte (incorporated by reference to Exhibit
10.118 filed with Silgan Corporation's Annual Report on Form
10-K for the year ended December 31, 1993, Commission File No.
1-11200). (Portions of this Exhibit are subject to an
application for confidential treatment filed with the
Commission.)
10.30 Amendment to Supply Agreement, dated as of December 21, 1993,
between Containers and Del Monte (incorporated by reference to
Exhibit 10.119 filed with Silgan Corporation's Annual Report on
Form 10-K for the year ended December 31, 1993, Commission File
No. 1-11200). (Portions of this Exhibit are subject to an
application for confidential treatment filed with the
Commission.)
10.31 Credit Agreement, dated as of July 29, 1997, among Holdings,
Containers, Plastics, certain other subsidiaries of any of
them, various banks, Bankers Trust Company, as Administrative
Agent and as a Co-Arranger, Bank of America National Trust &
Savings Association, as Syndication Agent and as a Co-Arranger,
Goldman Sachs Credit Partners L.P., as Co-Documentation Agent
and as a Co-Arranger, and Morgan Stanley Senior Funding, Inc.,
as Co-Documentation Agent and as a Co-Arranger (incorporated by
reference to Exhibit 99.1 filed with Holdings' Current Report
on Form 8-K, dated August 8, 1997, Commission File No.
000-22117).
10.32 Security Agreement, dated as of July 29, 1997, among Holdings,
Containers, Plastics, certain other subsidiaries of any of them
and Bankers Trust Company, as Collateral Agent (incorporated by
reference to Exhibit 99.2 filed with Holdings' Current Report
on Form 8-K, dated August 8, 1997, Commission File No.
000-22117).
10.33 Pledge Agreement dated as of July 29, 1997, made by Holdings,
Containers, Plastics and Silgan Containers Manufacturing
Corporation (as successor to California-Washington Can
Corporation and SCCW Can Corporation), as Pledgors, in favor of
Bankers Trust Company, as Collateral Agent and as Pledgee
(incorporated by reference to Exhibit 99.3 filed with Holdings'
Current Report on Form 8-K, dated August 8, 1997, Commission
File No. 000-22117).
10.34 Borrowers/Subsidiaries Guaranty, dated as of July 29, 1997,
made by Holdings, Containers, Plastics and Silgan Containers
Manufacturing Corporation (as successor to
California-Washington Can Corporation and SCCW Can Corporation)
(incorporated by reference to Exhibit 99.4 filed with Holdings'
Current Report on Form 8-K, dated August 8, 1997, Commission
File No. 000-22117).
10.35 Asset Purchase Agreement, dated as of June 2, 1995, between ANC
and Containers (incorporated by reference to Exhibit 1 filed
with Holdings' Current Report on Form 8-K dated August 14,
1995, Commission File No. 33-28409).
-6-
<PAGE>
10.36 Underwriting Agreement, dated as of February 13, 1997, among
Holdings, Silgan, Containers, Plastics, MSLEF II, BTNY and the
underwriters listed on Schedule I thereto (incorporated by
reference to Exhibit 10.40 filed with Holdings' Annual Report
on Form 10-K for the fiscal year ended December 31, 1996,
Commission File No. 000-22117).
10.37 Placement Agreement between Holdings and Morgan Stanley, dated
July 17, 1996 (incorporated by reference to Exhibit 6 filed
with Holdings' Current Report on Form 8-K dated August 2, 1996,
Commission File No. 33-28409).
10.38 Amendment to Stockholders Agreement, dated as of February 14,
1997, among R. Philip Silver, D. Greg Horrigan, MSLEF II, BTNY
and Holdings (incorporated by reference to Exhibit 10.42 filed
with Holdings' Annual Report on Form 10-K for the fiscal year
ended December 31, 1996, Commission File No. 000-22117).
21 Subsidiaries of the Registrant (incorporated by reference to
Exhibit 21 filed with Holdings' Annual Report on Form 10-K for
the fiscal year ended December 31, 1997, Commission File No.
000-22117).
23 Consent of Ernst & Young LLP (incorporated by reference to
Exhibit 23 filed with Holdings' Annual Report on Form 10-K for
the fiscal year ended December 31, 1997, Commission File No.
000-22117).
27.1 Financial Data Schedule for the fiscal year ended December 31,
1997 (incorporated by reference to Exhibit 27.1 filed with
Holdings' Annual Report on Form 10-K for the fiscal year ended
December 31, 1997, Commission File No. 000-22117).
*27.2 Restated Financial Data Schedule for the nine months ended
September 30, 1997.
*27.3 Restated Financial Data Schedule for the six months ended June
30, 1997.
*27.4 Restated Financial Data Schedule for the three months ended
March 31, 1997.
*27.5 Restated Financial Data Schedule for the fiscal year ended
December 31, 1996.
*27.6 Restated Financial Data Schedule for the nine months ended
September 30, 1996.
*27.7 Restated Financial Data Schedule for the six months ended June
30, 1996.
*27.8 Restated Financial Data Schedule for the three months ended
March 31, 1996.
*27.9 Restated Financial Data Schedule for the fiscal year ended
December 31, 1995.
- -----------------
*Filed herewith.
+Management contract or compensatory plan or arrangement.
-7-
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
SILGAN HOLDINGS INC.
Date: March 31, 1998 By: /s/ Harley Rankin, Jr.
----------------------
Harley Rankin, Jr.
Executive Vice President, Chief
Financial Officer and Treasurer
-8-
<PAGE>
INDEX TO EXHIBITS
-----------------
<TABLE>
<S> <C>
Exhibit No. Exhibit
- ----------- -------
27.2 Restated Financial Data Schedule for the nine months ended
September 30, 1997.
27.3 Restated Financial Data Schedule for the six months ended June
30, 1997.
27.4 Restated Financial Data Schedule for the three months ended
March 31, 1997.
27.5 Restated Financial Data Schedule for the fiscal year ended
December 31, 1996.
27.6 Restated Financial Data Schedule for the nine months ended
September 30, 1996.
27.7 Restated Financial Data Schedule for the six months ended June
30, 1996.
27.8 Restated Financial Data Schedule for the three months ended
March 31, 1996.
27.9 Restated Financial Data Schedule for the fiscal year ended
December 31, 1995.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains restated summary financial information extracted from
Silgan Holdings Inc. Form 10-Q for the nine months ended September 30, 1997 and
is qualified in its entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 7,727
<SECURITIES> 0
<RECEIVABLES> 251,893
<ALLOWANCES> 0
<INVENTORY> 216,859
<CURRENT-ASSETS> 485,026
<PP&E> 522,468
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,134,117
<CURRENT-LIABILITIES> 321,721
<BONDS> 805,206
0
0
<COMMON> 189
<OTHER-SE> (70,592)
<TOTAL-LIABILITY-AND-EQUITY> 1,134,117
<SALES> 1,150,304
<TOTAL-REVENUES> 1,150,304
<CGS> 981,650
<TOTAL-COSTS> 981,650
<OTHER-EXPENSES> 22,522
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 61,988
<INCOME-PRETAX> 38,923
<INCOME-TAX> (7,980)
<INCOME-CONTINUING> 46,903
<DISCONTINUED> 0
<EXTRAORDINARY> (16,382)
<CHANGES> 0
<NET-INCOME> 27,297
<EPS-PRIMARY> 1.50
<EPS-DILUTED> 1.40
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains restated summary financial information extracted from
Silgan Holdings Inc. Form 10-Q for the six months ended June 30, 1997 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 11,394
<SECURITIES> 0
<RECEIVABLES> 147,708
<ALLOWANCES> 0
<INVENTORY> 307,826
<CURRENT-ASSETS> 477,278
<PP&E> 525,804
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,132,905
<CURRENT-LIABILITIES> 329,063
<BONDS> 808,799
0
0
<COMMON> 189
<OTHER-SE> (85,060)
<TOTAL-LIABILITY-AND-EQUITY> 1,132,905
<SALES> 657,011
<TOTAL-REVENUES> 657,011
<CGS> 557,330
<TOTAL-COSTS> 557,330
<OTHER-EXPENSES> 22,522
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 41,104
<INCOME-PRETAX> 6,827
<INCOME-TAX> (18,250)
<INCOME-CONTINUING> 25,077
<DISCONTINUED> 0
<EXTRAORDINARY> (9,024)
<CHANGES> 0
<NET-INCOME> 12,829
<EPS-PRIMARY> 0.72
<EPS-DILUTED> 0.67
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains restated summary financial information extracted from
Silgan Holdings Inc. Form 10-Q for the three months ended March 31, 1997 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 5,860
<SECURITIES> 0
<RECEIVABLES> 104,730
<ALLOWANCES> 0
<INVENTORY> 248,679
<CURRENT-ASSETS> 370,315
<PP&E> 496,197
<DEPRECIATION> 0
<TOTAL-ASSETS> 989,410
<CURRENT-LIABILITIES> 315,151
<BONDS> 634,843
54,748
0
<COMMON> 189
<OTHER-SE> (89,339)
<TOTAL-LIABILITY-AND-EQUITY> 989,410
<SALES> 299,427
<TOTAL-REVENUES> 299,427
<CGS> 256,708
<TOTAL-COSTS> 256,708
<OTHER-EXPENSES> 22,522
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 19,965
<INCOME-PRETAX> (13,803)
<INCOME-TAX> (24,850)
<INCOME-CONTINUING> 11,047
<DISCONTINUED> 0
<EXTRAORDINARY> (742)
<CHANGES> 0
<NET-INCOME> 8,550
<EPS-PRIMARY> 0.50
<EPS-DILUTED> 0.46
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains restated summary financial information extracted from
Silgan Holdings Inc. Form 10-K for the year ended December 31, 1996 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 1,017
<SECURITIES> 0
<RECEIVABLES> 105,481
<ALLOWANCES> 4,045
<INVENTORY> 195,981
<CURRENT-ASSETS> 305,837
<PP&E> 757,351
<DEPRECIATION> 257,570
<TOTAL-ASSETS> 913,546
<CURRENT-LIABILITIES> 247,827
<BONDS> 721,583
0
52,998
<COMMON> 152
<OTHER-SE> (191,132)
<TOTAL-LIABILITY-AND-EQUITY> 913,546
<SALES> 1,405,742
<TOTAL-REVENUES> 1,405,742
<CGS> 1,221,941
<TOTAL-COSTS> 1,221,941
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 89,353
<INCOME-PRETAX> 33,937
<INCOME-TAX> 3,300
<INCOME-CONTINUING> 30,637
<DISCONTINUED> 0
<EXTRAORDINARY> (2,222)
<CHANGES> 0
<NET-INCOME> 25,409
<EPS-PRIMARY> 1.45
<EPS-DILUTED> 1.37
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains restated summary financial information extracted from
Silgan Holdings Inc. Form 10-Q for the nine months ended September 30, 1996 and
is qualified in its entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 2,874
<SECURITIES> 0
<RECEIVABLES> 218,883
<ALLOWANCES> 0
<INVENTORY> 190,690
<CURRENT-ASSETS> 422,248
<PP&E> 479,505
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,006,179
<CURRENT-LIABILITIES> 330,913
<BONDS> 732,288
51,307
0
<COMMON> 152
<OTHER-SE> (188,771)
<TOTAL-LIABILITY-AND-EQUITY> 1,006,179
<SALES> 1,080,486
<TOTAL-REVENUES> 1,080,486
<CGS> 934,807
<TOTAL-COSTS> 934,807
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 68,286
<INCOME-PRETAX> 33,392
<INCOME-TAX> 3,000
<INCOME-CONTINUING> 30,392
<DISCONTINUED> 0
<EXTRAORDINARY> (2,089)
<CHANGES> 0
<NET-INCOME> 26,996
<EPS-PRIMARY> 1.47
<EPS-DILUTED> 1.39
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains restated summary financial information extracted from
Silgan Holdings Inc. Form 10-Q for the six months ended June 30, 1996 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 1,859
<SECURITIES> 0
<RECEIVABLES> 125,724
<ALLOWANCES> 0
<INVENTORY> 286,448
<CURRENT-ASSETS> 419,722
<PP&E> 482,723
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,004,606
<CURRENT-LIABILITIES> 346,833
<BONDS> 745,550
0
0
<COMMON> 195
<OTHER-SE> (170,331)
<TOTAL-LIABILITY-AND-EQUITY> 1,004,606
<SALES> 606,922
<TOTAL-REVENUES> 606,922
<CGS> 520,284
<TOTAL-COSTS> 520,284
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 45,861
<INCOME-PRETAX> 12,168
<INCOME-TAX> 2,500
<INCOME-CONTINUING> 9,668
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,668
<EPS-PRIMARY> .50
<EPS-DILUTED> .47
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains restated summary financial information extracted from
Silgan Holdings Inc. Form 10-Q for the three months ended March 31, 1996 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 5,991
<SECURITIES> 0
<RECEIVABLES> 98,177
<ALLOWANCES> 0
<INVENTORY> 254,092
<CURRENT-ASSETS> 369,217
<PP&E> 491,177
<DEPRECIATION> 0
<TOTAL-ASSETS> 942,754
<CURRENT-LIABILITIES> 288,872
<BONDS> 757,501
0
0
<COMMON> 195
<OTHER-SE> (179,856)
<TOTAL-LIABILITY-AND-EQUITY> 942,754
<SALES> 279,860
<TOTAL-REVENUES> 279,860
<CGS> 242,207
<TOTAL-COSTS> 242,207
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 22,573
<INCOME-PRETAX> 1,143
<INCOME-TAX> 1,000
<INCOME-CONTINUING> 143
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 143
<EPS-PRIMARY> .01
<EPS-DILUTED> .01
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains restated summary financial information extracted from
Silgan Holdings Inc. Form 10-K for the year ended December 31, 1995 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> DEC-31-1995
<CASH> 2,102
<SECURITIES> 0
<RECEIVABLES> 114,772
<ALLOWANCES> (4,843)
<INVENTORY> 210,471
<CURRENT-ASSETS> 328,303
<PP&E> 693,505
<DEPRECIATION> (206,204)
<TOTAL-ASSETS> 900,046
<CURRENT-LIABILITIES> 254,055
<BONDS> 750,873
0
0
<COMMON> 195
<OTHER-SE> (179,999)
<TOTAL-LIABILITY-AND-EQUITY> 900,046
<SALES> 1,101,905
<TOTAL-REVENUES> 1,101,905
<CGS> 970,491
<TOTAL-COSTS> 970,491
<OTHER-EXPENSES> 14,745
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 80,710
<INCOME-PRETAX> (10,889)
<INCOME-TAX> 5,100
<INCOME-CONTINUING> (15,989)
<DISCONTINUED> 0
<EXTRAORDINARY> (5,817)
<CHANGES> 0
<NET-INCOME> (21,806)
<EPS-PRIMARY> 1.12
<EPS-DILUTED> 1.12
</TABLE>
