8-K 1 d385475d8k.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 earliest event reported): June 8, 2017

SEALED AIR CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware |  | 1-12139 |  | 65-0654331
(State or Other Jurisdiction of Incorporation) |  | (Commission File Number) |  | (IRS Employer Identification No.)

2415 Cascade Pointe Boulevard |  |
Charlotte, North Carolina |  | 28208
(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 | Results of Operations and Financial Condition.

On June 8, 2017, Sealed Air Corporation (the “Company,” “we” or “our”) revised certain items of our 2016 quarterly financial results in order to exclude the results for our Diversey Care division and the food hygiene and cleaning business within our Food Care division from continuing operations. We have attached a presentation setting forth these revised financial results as Exhibit 99.1 of this Form 8-K, which is incorporated herein by reference.

The information included in Item 2.02, “Results of Operations and Financial Condition,” and Item 7.01, “Regulation FD Disclosure,” including Exhibit 99.1, is hereby furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01 | Regulation FD Disclosure.

See Item 2.02, “Results of Operations and Financial Conditions,” above.

Item 9.01 | Financial Statements and Exhibits.

| (d) | Exhibits.

Exhibit Number |  | Description
99.1 |  | Revised 2016 Financial Results, Continuing Operations Presentation

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: |  | /s/ William G. Stiehl
|  |  |  | Name: |  | William G. Stiehl
|  |  |  | Title: |  | Chief Accounting Officer and Controller
Dated: June 8, 2017 |  |  |  |  |  |

EXHIBIT INDEX

Exhibit Number |  | Description
99.1 |  | Revised 2016 Financial Results, Continuing Operations Presentation