UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 2.01. Completion of Acquisition or Disposition of Assets.
On August 31, 2021, Crown Holdings, Inc. (the “Company”) completed its previously announced sale of its European Tinplate business (the “Business”) to affiliates of KPS Capital Partners LP pursuant to that certain Share and Asset Purchase Agreement, dated April 8, 2021, among the Company, Kouti B.V., Crown Cork & Seal Deutschland Holdings GmbH, Titan NewCo Germany GmbH (f/k/a Blitz F21-387 GmbH), and Kouti MidCo UK Limited (f/k/a Macsco 20.10 Limited) (such agreement, as amended, supplemented or otherwise modified from time to time, the “Purchase Agreement,” and the transactions contemplated thereby, including such sale, the “Transactions”) for approximately €1.9 billion in cash (subject to certain adjustments as set forth in the Purchase Agreement). The Company also retained a 20% minority interest in the Business.
The foregoing description of the Transactions does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, which was filed as Exhibit 2.1 to the Current Report on Form 8-K filed by the Company with the U.S. Securities and Exchange Commission on April 13, 2021 and which is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
On August 31, 2021, the Company issued a press release announcing the completion of the Transactions. A copy of the Company’s press release is being furnished as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01 and Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following is furnished as an exhibit to this report.
| Exhibit 2.1 | Share and Asset Purchase Agreement, dated as of April 8, 2021, by and among the Company, Crown Cork & Seal Deutschland Holdings GmbH, Blitz F21-387 GmbH, Kouti B.V. and Macsco 20.10 Limited (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on April 13, 2021 (File No. 000-50189)). | |
| Exhibit 99.1 | Press release, dated August 31, 2021. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: September 3, 2021
| CROWN HOLDINGS, INC. | ||
| By: | /s/ David A. Beaver | |
| Name: | David A. Beaver | |
| Title: | Vice President and Corporate Controller | |