8-KRegulation FDExhibits & Filings

Amcor plc 8-K Report, Regulation FD Disclosure (Jan 23, 2025)

Filed January 23, 2025For Securities:AMCRAMCCF

Summary

Amcor plc (AMCR) filed an 8-K report on January 23, 2025, primarily to announce key updates regarding its proposed merger with Berry Global Group, Inc. (BERY). The company reported that the definitive joint proxy statement/prospectus for the transaction was filed with the SEC and is being mailed to shareholders. This filing also confirms that both Amcor and Berry shareholder meetings to vote on the transaction are scheduled for February 25, 2025. This report is crucial for investors as it signals a progression towards the shareholder vote, a significant milestone in the merger process. Investors should note the importance of reviewing the joint proxy statement/prospectus, which contains critical details about the transaction, potential risks, and information on participants in the solicitation of proxies. The company also reiterated its disclaimer regarding forward-looking statements, emphasizing that actual results may differ due to various risks and uncertainties.

Key Highlights

  • 1Amcor plc and Berry Global Group, Inc. announced the filing of their definitive joint proxy statement/prospectus with the SEC.
  • 2Shareholder meetings for both Amcor and Berry to vote on the proposed merger are scheduled for February 25, 2025.
  • 3The registration statement on Form S-4, which includes the joint proxy statement/prospectus, was declared effective by the SEC on January 23, 2025.
  • 4Amcor and Berry have commenced mailing the joint proxy statement/prospectus to their respective shareholders as of January 23, 2025.
  • 5The filing reminds investors to carefully read the joint proxy statement/prospectus and other SEC filings for important information regarding the proposed transaction.
  • 6Detailed information regarding participants in the proxy solicitation process is provided, referencing previous SEC filings for directors' and officers' interests.

Frequently Asked Questions

The primary purpose of this 8-K filing is to announce updates regarding the proposed merger between Amcor plc and Berry Global Group, Inc. Specifically, it confirms the filing and mailing of the definitive joint proxy statement/prospectus and sets the date for the shareholder meetings where the merger will be voted upon.

Both Amcor plc and Berry Global Group, Inc. have scheduled their respective shareholder meetings to vote on the proposed merger for February 25, 2025.

Investors are urged to read the definitive joint proxy statement/prospectus, which has been filed with the SEC and is being mailed to shareholders. This document, along with other filings available on the SEC's website and Amcor's and Berry's investor relations websites, contains comprehensive details about the proposed transaction.

Yes, the filing includes a cautionary statement regarding forward-looking statements. It highlights various risks and uncertainties that could cause actual results to differ materially from expectations. These include risks related to regulatory and shareholder approvals, integration challenges, potential costs, litigation, retention of key personnel and customers, and general market conditions. Investors should refer to the joint proxy statement/prospectus and other SEC filings for a complete list of risks.