The foregoing description of the Transaction Agreement and the Transactions does not purport to be complete and is qualified in its entirety by reference to Thereafter, subject to certain exceptions, IP will only be able to transfer its membership interests in GPIP pursuant to the terms and conditions of an Exchange Agreement (described below), pursuant to which IP has specified rights. For a period of two years beginning on the date of the completion of the Transactions, IP will not be able to transfer any of its membership interests in GPIP, subject to certainĮxceptions. (ii) IP holds 20.5% of the membership interests in GPIP. Immediately following the completion of the Transactions, (i) the Company indirectly holds 79.5% of the membership interests in GPIP and To IP, and IP was admitted as a member of GPIP and (iv) GPI assumed certain indebtedness of IP on the terms and conditions described below under the heading Term Loan Credit Agreement (collectively, the Transactions). Subsidiary of the Company transferred its ownership interests in GPI to GPIP, (ii) IP transferred its North America Consumer Packaging business to GPIP, which was then subsequently transferred to GPI (iii) GPIP issued membership interests Pursuant to the Transaction Agreement, (i) a wholly owned (GPI), completed the transactions contemplated by the Transaction Agreement dated October 23, 2017, among the foregoing parties (the Transaction Agreement). Wholly owned subsidiary of the Company) (GPIP), and Graphic Packaging International, LLC, a Delaware limited liability company (formerly known as Graphic Packaging International, Inc.) and a wholly owned subsidiary of GPIP On January 1, 2018, Graphic Packaging Holding Company, aĭelaware corporation (the ∼ompany), International Paper Company, a New York corporation (IP), Graphic Packaging International Partners, LLC, a Delaware limited liability company (formerly known as Gazelle Newco LLC and a In Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).Įmerging 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 ExchangeĮntry into a Material Definitive Agreement.Ĭompletion of Acquisition or Disposition of Assets.Ĭreation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. Indicate by check mark whether the registrant is an emerging growth company as defined Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) If the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Registrants telephone number, including area code: (770) Despite our name changes over the years, our dedication to innovation, quality, and service never changes.(Exact name of registrant as specified in its charter) Graphic Packaging International’s history extends more than 100 years, as numerous legacy companies have joined forces to create an ever-evolving corporation. With a product portfolio that emphasizes renewable, recycled, and recyclable materials, we are as committed to our customers and 24,000 employees as we are to protecting the environment and giving back to the communities where we live and work. We have over 130 facilities worldwide that provide innovative packaging solutions to help our customers stand out and achieve brand loyalty in a competitive and dynamic marketplace. We’re one of the largest manufacturers of paperboard and paper-based packaging for some of the world’s most recognized brands of food, beverage, foodservice, household, personal care and pet care products. At Graphic Packaging International, we produce the paper cup that held your coffee this morning, the basket that transported those bottles of craft beer you enjoyed last weekend, and the microwave tray that heated your gourmet meal last night.
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