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U.S. 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) December 10, 1997
GREIF BROS. CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-566 31-4388903
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
425 Winter Road, Delaware, Ohio 43015
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 740-549-6000
Not Applicable
(Former name or former address, if changed since last report)
Page 1 of 6 Pages
Index to Exhibits at Page 4
Item 5. Other Events
On December 10, 1997, Greif Bros. Corporation (the "Company")
signed a non-binding letter of intent (the "Letter of Intent") to acquire
all of the outstanding shares of KMI Continental Fibre Drum, Inc. ("KMI"),
a Delaware corporation, Fibro Tambor, S.A. de C.V. ("Fibro Tambor"), a
Mexican corporation and Sonoco Plastic Drum, Inc. ("SPD"), an Illinois
corporation, all of which are wholly-owned subsidiaries of Sonoco Products
Co. ("Sonoco"). In addition, the Company would purchase Sonoco's interest
in Total Packaging Systems of Georgia, LLC ("TPS"), a Delaware limited
liability company. The business operations of KMI, SPD, Fibro Tambor, TPS
and their respective subsidiaries comprise the entire industrial container
business operation of Sonoco and its affiliates (the "Industrial Container
Business").
The Letter of Intent provides that the purchase price for the
Industrial Container Business will be $225,000,000 in cash. The
acquisition will include twelve fibre drum plants and five plastic drum
plants along with facilities for research and development, packaging
services and distribution.
The Company and Sonoco expect to proceed toward negotiation and
execution of a definitive purchase agreement with respect to the purchase
and sale of the Industrial Container Business, which purchase agreement
will include such representations, warranties, covenants, conditions (which
conditions will include, among others, satisfactory completion of due
diligence by the Company and receipt of all required governmental approvals
or expiration of applicable waiting periods, as the case may be) and
indemnification provisions as are typical in transactions of this nature.
The execution of the Letter of Intent is described in the press
release issued by the Company on December 11, 1997, which is included
herewith as Exhibit 99.
Item 7. Financial Statements and Exhibits
(a) - (b) Not applicable
(c) Exhibits:
Exhibit Number Description
99 Press Release issued
December 11, 1997
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
DATE: December 15, 1997 Greif Bros. Corporation
BY /s/ Michael J. Gasser
Michael J. Gasser, Chairman
and Chief Executive Officer
INDEX TO EXHIBITS
Exhibit Number Description Pages
99 Press Release issued 5 and 6
December 11, 1997
Exhibit 99
PRESS RELEASE ISSUED DECEMBER 11, 1997
FOR IMMEDIATE RELEASE For additional information contact:
Michael J. Gasser
Chairman and Chief Executive Officer
(740) 549-6000
GREIF BROS. CORPORATION ANNOUNCES
SIGNIFICANT INDUSTRIAL SHIPPING CONTAINER ACQUISITION
DELAWARE, Ohio -- (December 11, 1997) Greif Bros. Corporation (Nasdaq:
GBCOA; GBCOB) today announced it has signed an agreement in principle to
acquire all the outstanding stock of KMI Continental Fibre Drum, Inc.;
Fibro Tambor, and Sonoco Plastic Drum, Inc.; all wholly-owned subsidiaries
of Sonoco Products Co. (NYSE:SON). In addition, Greif will purchase
Sonoco's interest in Total Packaging Systems, LLC. These companies
comprise the entire industrial container group of Sonoco and last year had
combined annual net sales of approximately $210 million.
The purchase price will be $225 million in cash. This acquisition includes
12 fibre drum plants and 5 plastic drum plants along with facilities for
research and development, packaging services and distribution. It is
anticipated that this transaction will be completed following due diligence
and upon approval from the regulatory authorities.
Michael J. Gasser, Chairman and Chief Executive Officer, commented, This
strategic business combination positions Greif to achieve its goal of
delivering to customers the most innovative and cost effective packaging
services. The acquisition will afford Greif the opportunity to lower costs
while at the same time improve quality and service by combining and
upgrading manufacturing operations and by increasing the effectiveness with
which it is able to acquire paper and plastic raw material. The
acquisition will also increase Greif's research and development
capabilities and its ability to meet customer demand for new and innovative
means of delivering their products to market. Greif's vendor management
and packaging service, and other even more innovative customer-partnering
programs, can be expected to benefit directly through the acquisition. Our
customers' goals are to deliver their products to market using the most
effective and lowest cost means. Our acquisition of Sonoco's industrial
container group will help us help our customers meet their goals.
William B. Sparks, Jr., President and Chief Operating Officer, stated,
This acquisition will allow Greif to better serve its customers by
leveraging the established strengths of both companies in the industrial
shipping container field. In addition to the manufacturing facilities,
this acquisition brings to Greif a market accepted Intermediate Bulk
Container (IBC) along with a plastic drum expertise and an established
vendor management program. This will further enhance capabilities to serve
current and future packaging needs of our customers.
Statements made in this release which state the Company's or management's
intentions, hopes, beliefs, expectations, or predictions of the future are
forward-looking statements. It is important to note that the Company's
actual results could differ materially from those projected in such
forward-looking statements. Additional information concerning factors that
could cause actual results to differ materially from those in the forward-
looking statements are contained in the Company's SEC filings, including
but not limited to the Company's report on Form 10-K and Annual Report for
the year ended October 31, 1996.
Greif Bros. Corporation manufactures and markets a broad variety of
superior quality industrial packaging and components including steel drums,
fibre drums, plastic drums and multiwall bags. The Company is integrated,
from its timberlands to corrugated sheet and box operations, including both
virgin and recycled paper mills. With operations in the United States and
Canada, Greif Bros. provides innovative products, services and solutions to
meet the ever changing needs of its customers.