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): September 13, 2024
Smurfit Westrock plc
(Exact name of registrant as specified in its charter)
Ireland
(State or other jurisdiction of
incorporation) | | 001-42161 (Commission
File Number) | | 98-1776979
(I.R.S. Employer
Identification No.) |
Beech Hill, Clonskeagh
Dublin 4, D04 N2R2
Ireland
(Address of principal executive offices, including Zip Code)
+353 1 202 7000
(Registrant’s telephone phone number, including area code)
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Ordinary shares, par value $0.001 per share | SW | New York Stock Exchange (NYSE) |
Indicate by check mark whether the registrant is an emerging growth company as defined 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).
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 1.01. | Entry into a Material Definitive Agreement. |
On September 13, 2024, Smurfit Westrock plc (the “Company”) and certain of its subsidiaries entered into the First Amendment to Agreement for the Purchasing and Servicing of Receivables amending that certain US$700,000,000 Agreement for the Purchasing and Servicing of Receivables, dated as of September 11, 2023, with Coöperatieve Rabobank U.A., New York Branch, as purchaser (“Rabo”), WestRock Company and WestRock RKT, LLC, as terminating guarantors, and the Company, as new guarantor pursuant to which, among other things, the acquisition period termination date was extended until September 15, 2025.
Rabo and its affiliates have in the past provided investment or commercial banking services to the Company and its affiliates for which they received customary fees and expenses, and they may provide similar services in the future.
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 hereunto duly authorized.
| | Smurfit Westrock plc |
| | |
| | | /s/ Ken Bowles |
| | Name: | Ken Bowles |
| | Title: | Executive Vice President and Chief Financial Officer |
Date: September 17, 2024
