Attached files

file filename
EX-32.2 - CFO 906 CERTIFICATION - EXOPACK HOLDING CORPdex322.htm
EX-32.1 - CEO 906 CERTIFICATION - EXOPACK HOLDING CORPdex321.htm
EX-31.1 - CEO 302 CERTIFICATION - EXOPACK HOLDING CORPdex311.htm
EX-10.1 - CREDIT AND GUARANTY AGREEMENT - EXOPACK HOLDING CORPdex101.htm
EX-31.2 - CFO 302 CERTIFICATION - EXOPACK HOLDING CORPdex312.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q/A

Amendment No. 1

 

x         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2010

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 No. 333-136559

 

EXOPACK HOLDING CORP.

(Exact name of registrant as specified in its charter)

 

Delaware

76-0678893
(State or other jurisdiction of incorporation or organization) (I.R.S Employer Identification No.)
3070 Southport Rd., Spartanburg, SC 29302
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (864) 596-7140

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 ¨    No x*

*The registrant is a voluntary filer of reports required to be filed by certain companies under Sections 13 or 15(d) of the Securities and Exchange Act of 1934 and has filed all reports that would have been required to be filed by the registrant during the preceding 12 months had it been subject to such filing requirements.

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ¨    No ¨ (Not yet applicable to registrant)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

                 Large accelerated filer ¨            Accelerated filer  ¨            Non-accelerated filer  x             Smaller reporting company  ¨   

                                                   (Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨    No  x

The registrant is a privately held corporation and has no voting or non-voting common equity held by non-affiliates.   As of August 12, 2010, one share of the registrant’s common stock was outstanding.

 

 

 

 


 

 

EXPLANATORY NOTE

 

This Quarterly Report on Form 10-Q/A of Exopack Holding Corp. (the “Company”) is being filed to amend the Company’s Quarterly Report on Form 10-Q filed on August 12, 2010 (the “Initial 10-Q”) for the sole purpose of including certain information, that was previously redacted, in the Credit and Guaranty Agreement dated as of July 13, 2010 among the Company, Exopack Key Holdings, LLC, certain subsidiaries of the Company, as guarantors, and Goldman Sachs Lending Partners LLC (the “Credit Agreement”) that was filed as Exhibit 10.1 to the Initial 10-Q, based on discussions with the staff of the Securities and Exchange Commission.  The Credit Agreement, with such information included, is filed as Exhibit 10.1 hereto.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

Item 6.        Exhibits

 

 

 

 

Exhibit
Number

 

Description

 

2.1 †

Asset Purchase Agreement dated as of June 11, 2010 by and between the Company and Bemis Company, Inc.

 

(incorporated by reference to Exhibit 2.1 to our Current Report on Form 8-K filed on July 16, 2010)

10.1 *††

Credit and Guaranty Agreement dated as of July 13, 2010 among the Company, Exopack Key Holdings, LLC, certain

subsidiaries of the Company, as guarantors, and Goldman Sachs Lending Partners LLC, as Sole Lead Arranger, Sole Lead Bookrunner, Administrative Agent, Syndication Agent and Documentation Agent

31.1*       

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*       

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*       

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2*       

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

 

 

 

 

 

*             Filed herewith.

 

†              Confidential treatment has been requested for portions of this Exhibit 2.1.  These portions have been omitted from the Current Report on Form 8-K to which the Asset Purchase Agreement was filed as an exhibit and have been filed separately with the Securities and Exchange Commission.

 

††           Confidential treatment has been requested for portions of this Exhibit 10.1.  These portions have been omitted from this Quarterly Report on Form 10-Q and have been filed separately with the Securities and Exchange Commission.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

SIGNATURES

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 thereunto duly authorized.

 

 

 

 

 

 

Exopack Holding Corp.

 

 

 

By:

/s/ Jack E. Knott

 

 

 Jack E. Knott

 

 

 

 Chairman and Chief Executive Officer

 

 

 

 

 

By:

/s/ Tom Vale

 

 

 Tom Vale

 

 

 

 President and Chief Financial Officer

 

 

Date:  October 15, 2010

 


 

 

EXHIBIT INDEX

 

 

 

 

Exhibit
Number

 

Description

 

2.1 †

Asset Purchase Agreement dated as of June 11, 2010 by and between the Company and Bemis Company, Inc.

 

(incorporated by reference to Exhibit 2.1 to our Current Report on Form 8-K filed on July 16, 2010)

10.1* ††

Credit and Guaranty Agreement dated as of July 13, 2010 among the Company, Exopack Key Holdings, LLC, certain

subsidiaries of the Company, as guarantors, and Goldman Sachs Lending Partners LLC, as Sole Lead Arranger, Sole Lead Bookrunner, Administrative Agent, Syndication Agent and Documentation Agent

31.1*       

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*       

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*       

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2*       

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

 

 

 

 

 

*              Filed herewith.

 

†              Confidential treatment has been requested for portions of this Exhibit 2.1.  These portions have been omitted from the Current Report on Form 8-K to which the Asset Purchase Agreement was filed as an exhibit and have been filed separately with the Securities and Exchange Commission.

 

††           Confidential treatment has been requested for portions of this Exhibit 10.1.  These portions have been omitted from this Quarterly Report on Form 10-Q and have been filed separately with the Securities and Exchange Commission.