UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
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| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2011
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| 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)
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Delaware | | 76-0678893 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
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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 ý*
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* | The registrant is a voluntary filer of reports required to be filed by certain companies under Sections 13 or 15(d) of the Securities 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):
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Large accelerated filer | o | Accelerated filer | o |
Non-accelerated filer | x (Do not check if a smaller reporting company) | Smaller reporting company | o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No ý
The registrant is a privately held corporation and has no voting or non-voting common equity held by non-affiliates. As of August 12, 2011, one share of the registrant’s common stock was outstanding.
EXPLANATORY NOTE
The sole purpose of this amendment No. 1 to Exopack Holding Corp.'s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011 filed with the Securities and Exchange Commission on August 12, 2011 (the "Form 10-Q") is to furnish Exhibit 101 to the Form 10-Q. Exhibit 101 consists of the following, formatted in XBRL (eXtensible Business Reporting Language):
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100.INS | | XBRL Instance Document | | |
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100.SCH | | XBRL Taxonomy Extension Schema Document | | |
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100.CAL | | XBRL Taxonomy Extension Calculation Linkbase Document | | |
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100.DEF | | XBRL Taxonomy Extension Definition Linkbase Document | | |
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100.LAB | | XBRL Taxonomy Extension Label Linkbase Document | | |
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100.PRE | | XBRL Taxonomy Extension Presentation Linkbase Document | | |
No other changes have been made to the Form 10-Q. The Form 10-Q has not been updated to reflect events occurring subsequent to the original filing date.
ITEM 6. EXHIBITS
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Exhibit Number | | Description |
4.1 * | | Second Supplemental Indenture, dated as of May 24, 2011, by and among Exopack Holding Corp., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A. (incorporated by reference to Exhibit 4.1 to our current report on Form 8-K filed on May 31, 2011) |
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4.2 * | | Indenture, dated as of May 31, 2011, by and among Exopack Holding Corp., the gurantors party thereto and The Bank of New York Mellon Trust Company, N.A. (incorporated by reference to Exhibit 4.1 to our current report on Form 8-K filed on June 6, 2011) |
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4.3 * | | Exchange and Registration Rights Agreement, dated as of May 31, 2011, by and among Exopack Holding Corp., the guarantors party thereto and Goldman, Sachs & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporation, as representatives (incorporated by reference to Exhibit 4.2 to our current report on Form 8-K filed on June 6, 2011) |
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10.1 * | | Credit Agreement, dated as of May 31, 2011, by and among Exopack, LLC and Cello-Foil Products, Inc. as borrowers, Exopack Key Holdings, LLC, Exopack Holding Corp. and certain subsidiaries of Exopack Key Holdings, LLC, as Gurantors, each lender from time to time thereto, Bank of America, N.A.. as Administrative Agent, and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Goldman Sachs Lending Partners, LLC, as Joint Lead Arrangers (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K filed on June 6, 2011) |
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10.2 * | | Third Amended and Restated Credit Agreement, dated as of January 31, 2006, as Amended and Restated as of October 31, 2007, as further Amended and Restated as of July 2, 2010, as further Amended and Restated as of May 31, 2011, by and among Exopack, LLC, Cello-Foil Products, Inc., Exopack Performance Films, Inc., and Exopack-Newmarket, Ltd as Borrowers, and the other persons party thereto that are designated as Credit Parties and General Electric Capital Corporation, as US Agent, US L/C Issuer and US Lender, and GE Canada Finance Holding Company, as Canadian Agent, Canadian L/C Issuer and Canadian Lender, and the other financial institutions party thereto, as Lenders (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K filed on June 6, 2011) |
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10.3 * | | Form of Bonus Agreement (incorporated by reference to Exhibit 10.3 to our current report on Form 8-K filed on June 6, 2011) |
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31.1 * | | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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31.2 * | | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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32.1 * | | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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32.2 * | | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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100.INS ** | | XBRL Instance Document |
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100.SCH ** | | XBRL Taxonomy Extension Schema Document |
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100.CAL ** | | XBRL Taxonomy Extension Calculation Linkbase Document |
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100.DEF ** | | XBRL Taxonomy Extension Definition Linkbase Document |
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100.LAB ** | | XBRL Taxonomy Extension Label Linkbase Document |
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100.PRE ** | | XBRL Taxonomy Extension Presentation Linkbase Document |
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* | | Included with Exopack Holding Corp.'s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011 filed with the Securites and Exchange Commission on August 12, 2011. |
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** | | Furnished herewith |
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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.
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| | Exopack Holding Corp. |
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| By: | /s/ Tom Vale |
| | Tom Vale |
| | President and Chief Executive Officer |
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| By: | /s/ Eric M. Lynch |
| | Eric M. Lynch |
| | Chief Financial Officer |
Date: September 2, 2011