8-K 1 d270257d8k.htm FORM 8-K

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 the earliest event reported): October 17, 2016

SEALED AIR CORPORATION

(Exact name of registrant as specified in its charter)

Delaware |  | 1-12139 |  | 65-0654331
(State or other jurisdiction of incorporation or organization) |  | (Commission File Number) |  | (I.R.S Employer Identification No.)
8215 Forest Point Boulevard Charlotte, North Carolina |  |  |  | 28273
(Address of principal executive offices) |  |  |  | (Zip Code)

Registrant’s telephone number, including area code (980) 221-3235

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 240.14a-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.

On October 17, 2016, Sealed Air Corporation (the “Company”) issued a press release announcing that it plans to pursue the spin-off of its current Diversey Care division and the food hygiene and cleaning business within its Food Care division. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

An investor presentation related to the possible spin-off is posted on the Company’s website at www.sealedair.com/investors, and it is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

The information furnished in this Item 7.01, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) | Exhibits

Exhibit No. |  | Description of Exhibit
99.1 |  | Press Release of Sealed Air Corporation dated October 17, 2016
99.2 |  | Investor Presentation dated October 17, 2016

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SIGNATURE

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.

SEALED AIR CORPORATION
By: |  | Norman D. Finch Jr.
|  | Name: |  | Norman D. Finch Jr.
|  | Title: |  | Vice President, General Counsel and Secretary

Date: October 17, 2016

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Exhibit Index

Exhibit No. |  | Description of Exhibit
99.1 |  | Press Release of Sealed Air Corporation dated October 17, 2016
99.2 |  | Investor Presentation dated October 17, 2016