UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MAY 31, 1996
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. 33-95318
PORTOLA PACKAGING, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 94-1582719
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
890 FAULSTICH COURT
SAN JOSE, CALIFORNIA 95112
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(408) 453-8840
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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 X NO .
--- ---
11,813,062 shares of Registrant's $.001 par value Common Stock, consisting of
2,134,992 shares of nonvoting Class A Common Stock and 9,678,070 shares in the
aggregate of voting Class B Common Stock, Series 1 and 2 combined, were
outstanding at July 2, 1996.
PORTOLA PACKAGING, INC. AND SUBSIDIARIES
INDEX
Part I - Financial Information Page
- - ------------------------------ -----
Item 1. Financial Statements
Consolidated Balance Sheets at
May 31, 1996 (Unaudited)
and August 31, 1995 (Audited) ................ 3
Unaudited Consolidated Statements of
Operations for the Three and Nine Months Ended
May 31, 1996 and 1995 ........................ 5
Unaudited Consolidated Statements of
Cash Flows for the Nine Months Ended
May 31, 1996 and 1995 ........................ 6
Notes to Consolidated Financial Statements
(Unaudited)................................... 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations. 10
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K ............ 14
Signatures ............................................ 15
Exhibit Index ......................................... 16
2
PART I - FINANCIAL INFORMATION
- - ------------------------------
ITEM 1. FINANCIAL STATEMENTS
PORTOLA PACKAGING, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
MAY 31, AUGUST 31,
1996 1995
----------- ----------
(UNAUDITED)
ASSETS
Current assets:
Cash and cash equivalents $10,885 $763
Short term investments 1,000
Accounts receivable, net of allowance for
doubtful accounts of $707 and $813,
respectively 22,841 20,323
Inventories 9,956 9,833
Other current assets 3,358 2,300
Deferred income taxes 2,068 2,248
---------- ----------
Total current assets 49,108 36,467
Notes receivable 384 518
Property, plant and equipment, net 65,375 53,132
Goodwill, net of accumulated amortization
of $2,360 and $1,314, respectively 21,947 21,580
Patents, net of accumulated amortization
of $11,646 and $10,413, respectively 6,374 7,607
Covenants not to compete, net of accumulated
amortization of $2,651 and $1,393,
respectively 4,037 5,295
Debt financing costs, net of accumulated
amortization of $375 and $526, respectively 4,105 1,937
Other assets 5,915 3,790
---------- ----------
Total assets $157,245 $130,326
---------- ----------
---------- ----------
Continued
The accompanying notes are an integral part of these financial statements.
3
PORTOLA PACKAGING, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
MAY 31, AUGUST 31,
1996 1995
---------- ----------
(UNAUDITED)
LIABILITIES, REDEEMABLE WARRANTS, COMMON
STOCK AND OTHER STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $573 $5,668
Accounts payable 7,250 7,796
Accrued liabilities 7,731 7,449
Accrued interest 2,023 796
---------- ----------
Total current liabilities 17,577 21,709
Long term debt, less current portion 117,446 86,244
Other long term obligations 4,736 3,911
Deferred income taxes 7,946 8,103
---------- ----------
Total liabilities 147,705 119,967
---------- ----------
Contingencies (Note 4)
Redeemable warrants to purchase Class A
common stock 4,317 3,665
---------- ----------
Common stock and other stockholders' equity:
Class A convertible common stock of $.001
par value:
Authorized: 2,503 shares; Issued 2,135
shares and none 2 -
Class B, Series 1, common stock of $.001
par value:
Authorized: 17,715 shares; Issued: 8,492
and 9,225 shares 9 9
Class B, Series 2, convertible common stock
of $.001 par value:
Authorized: 2,571 shares; Issued: 1,171
and 2,571 shares 1 3
Additional paid in capital 9,213 9,205
Notes receivable from stockholders (494) (362)
Cumulative foreign currency translation
adjustments - (8)
Accumulated deficit (3,508) (2,153)
---------- ----------
Total common stock and other
stockholders' equity 5,223 6,694
---------- ----------
Total liabilities, redeemable warrants,
common stock and other stockholders'
equity $157,245 $130,326
---------- ----------
---------- ----------
The accompanying notes are an integral part of these financial statements.
4
PORTOLA PACKAGING, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
THREE MONTHS NINE MONTHS
ENDED MAY 31, ENDED MAY 31,
------------ ------------
1996 1995 1996 1995
---- ---- ---- ----
(UNAUDITED) (UNAUDITED)
Sales $41,373 $30,877 $115,250 $86,462
Cost of sales 29,359 24,144 85,216 65,674
------- ------- --------- --------
Gross profit 12,014 6,733 30,034 20,788
------- ------- --------- --------
Selling, general & administrative 5,377 2,987 13,622 9,973
Research and development 569 422 1,576 943
Amortization of intangibles 1,343 982 3,537 2,547
------- ------- --------- --------
7,289 4,391 18,735 13,463
------- ------- --------- --------
Income from operations 4,725 2,342 11,299 7,325
------- ------- --------- --------
Other (income) expense:
Interest income (369) (32) (1,053) (104)
Interest expense 3,246 2,232 9,626 6,235
Amortization of debt
financing costs 114 91 375 360
Other (income) expense, net 65 118 127 (60)
------- ------- --------- --------
3,056 2,409 9,075 6,431
------- ------- --------- --------
Income (loss) before
extraordinary item and
income taxes 1,669 (67) 2,224 894
Income taxes 907 (213) 1,662 517
------- ------- --------- --------
Income before extraordinary item 762 146 562 377
Extraordinary item, net of tax
benefit of $844 1,265
------- ------- --------- --------
Net income (loss) $762 $146 ($703) $377
------- ------- --------- --------
------- ------- --------- --------
Net income (loss) for common
stockholders $533 ($6) ($1,355) ($80)
Earnings (loss) per common share:
Income (loss) before
extraordinary item $0.05 $0.00 ($0.01) ($0.01)
Net income (loss) $0.05 $0.00 ($0.12) ($0.01)
Number of shares used in computing
per share amount 11,798 11,106 11,656 11,275
The accompanying notes are an integral part of these financial statements
5
PORTOLA PACKAGING, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
NINE MONTHS
ENDED MAY 31,
------------
1996 1995
---- ----
(UNAUDITED)
Cash flows provided by operating activities:
Net income (loss) ($703) $377
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 11,349 9,089
Deferred income taxes 23 (1,426)
Loss on property and equipment dispositions 126
Provision for losses on accounts receivable 204 147
Extraordinary loss on extinguishment of debt 1,952
Changes in working capital:
Accounts receivable (2,829) (1,567)
Inventories (123) (2,778)
Other current assets (1,058) 774
Accounts payable (546) (1,910)
Accrued liabilities 282 172
Accrued interest 1,227 42
------- -------
Net cash provided by operating activities 9,904 2,920
------- -------
Cash flows used in investing activities:
Additions to property and equipment (19,743) (8,247)
Proceeds from sale of property and equipment 287
Payment for acquisition, net of cash acquired (1,445)
Proceeds from short term investments 1,000
Issuance of notes receivable (173)
Increase in other assets (473) (856)
------- -------
Net cash used in investing activities (20,661) (8,989)
------- -------
Cash flows provided by financing activities:
Repayments under debt arrangements (88,443) (9,454)
Borrowings under debt arrangements 114,357 14,322
Payment of loan fees (4,324)
Sales of common stock 8 67
Payment under covenants (719) (595)
Repayment of note receivable from stockholders 15
------- -------
Net cash provided by financing activities 20,879 4,355
------- -------
Increase (decrease) in cash 10,122 (1,714)
Cash and cash equivalents at beginning of period 763 2,219
------- -------
Cash and cash equivalents at end of period $10,885 $505
------- -------
------- -------
The accompanying notes are an integral part of these financial statements.
6
Portola Packaging, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(Unaudited)
1. BASIS OF PRESENTATION:
The consolidated financial statements included herein have been prepared
by Portola Packaging, Inc. and its subsidiaries (the "Company") without audit
(except for the balance sheet information as of August 31, 1995) and in the
opinion of management include all adjustments (consisting only of normal
recurring adjustments) considered necessary for a fair presentation. The
accompanying financial statements should be read in conjunction with the
audited financial statements contained in the Company's Form 10-K previously
filed with the Securities and Exchange Commission. Interim results are
subject to significant seasonal variations and the results of operations for
the three and nine months ended May 31, 1996 are not necessarily indicative
of the results to be expected for the full year.
2. ACQUISITION:
On September 1, 1995 the Company completed the acquisition of the 50%
interest it had not previously owned in Cap Snap (UK) Ltd., now known as
Portola Packaging Ltd. ("Portola Packaging (UK)") for a purchase price of
approximately $1.5 million. Portola Packaging (UK) is a British corporation
engaged in manufacturing and distributing small closures in the United
Kingdom. The transaction has been accounted for as a purchase and the
results of operations subsequent to the acquisition date have been
consolidated with the Company. Portola Packaging (UK) is being operated as an
"unrestricted subsidiary". Accordingly, amounts that may be invested by the
Company in Portola Packaging (UK) are subject to limitations pursuant to the
terms of the Indenture pertaining to the senior notes issued in October 1995
(see Note 3).
Consideration for the acquisition was allocated as follows:
Total consideration paid $1,463,000
Fair value of net assets acquired 159,000
----------
Goodwill $1,304,000
----------
----------
3. NOTES OFFERING:
On October 2, 1995 the Company completed an offering of $110 million of
senior notes that mature on October 1, 2005 and bear interest at 10.75%.
Interest is payable semi-annually on April 1 and October 1 of each year,
commencing on April 1, 1996. Of the approximately $106 million net proceeds of
the offering, $83 million was used to retire the Company's outstanding debt
under its senior term loans, revolving facility and senior subordinated notes,
$7.2 million was used to purchase the Company's San Jose, California facilities,
$10.8 million was used to purchase machinery and equipment, $3 million was used
to make a loan to the Company's 50% joint venture in Mexico and $2 million was
used for working capital needs.
7
Portola Packaging, Inc. and Subsidiaries
Notes to Consolidated Financial Statements, continued
(Unaudited)
3. NOTES OFFERING, continued:
Concurrently with the offering, the Company entered into a new five-year
senior revolving credit facility of up to $35.0 million, subject to a
borrowing base of eligible receivables, inventory, property, plant and
equipment, which serve as collateral for the line. The credit facility
contains covenants and provisions that restrict, among other things, the
Company's ability to: (i) incur additional indebtedness, (ii) incur liens on
its property, (iii) make investments, (iv) enter into guarantees and other
contingent obligations, (v) merge or consolidate with or acquire another
person or engage in other fundamental changes, (vi) engage in certain sales
of assets, (vii) engage in certain transactions with affiliates and (viii)
make restricted junior payments. At May 31, 1996 no amounts were outstanding
under this credit facility and the full amount was available for draw.
4. CONTINGENCIES:
The Company has been engaged in patent infringement litigation with
Scholle Corporation ("Scholle"), which commenced an action against the
Company in the United States District Court, Northern District of California
in July 1992 alleging that the Company infringed upon certain patents of
Scholle relating to five-gallon non-spill closures. In February 1995, a jury
rendered a verdict adverse to the Company, which verdict was entered by the
court on January 2,1996, making the Company liable for damages of $0.01 per
closure unit sold. In June 1996, the Company entered into a settlement
agreement with Scholle, the terms of which provide for the grant by Scholle
of a non-exclusive license to use certain of its patents and the payment by
the Company of a royalty in the amount of $0.01 per five gallon non-spill
closure unit. The Company remained liable for damages of $0.01 per closure
unit sold prior to the date of execution and delivery of the settlement
agreement, plus interest at a rate of 10% on all past due amounts. The
Company made a payment of $1.7 million to Scholle on July 1, 1996 in
settlement of all amounts due, including interest, through May 31, 1996.
Such amount had been previously accrued in the Company's financial statements.
The Company is also party to a number of other lawsuits and claims arising
out of the normal course of business. Management does not believe the final
disposition of these matters will have a material adverse effect on the
financial position, results of operations or cash flows of the Company.
8
Portola Packaging, Inc. and Subsidiaries
Notes to Consolidated Financial Statements, continued
(Unaudited)
5. INVENTORIES:
Inventories at May 31, 1996 and August 31, 1995 consisted of:
MAY 31, AUG 31,
1996 1995
---- ----
(unaudited)
Raw materials $4,593 $4,850
Work in process 849 1,455
Finished goods 4,514 3,528
--------- ----------
Total inventories $9,956 $9,833
--------- ----------
--------- ----------
9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED MAY 31,
1996 AND 1995
(amounts in thousands)
Sales increased $10.5 million or 34.0% to $41.4 million for the three
months ended May 31, 1996 from $30.9 million for the same period in fiscal
1995 and $28.8 million or 33.3%, to $115.3 million for the nine months ended
May 31, 1996 from $86.5 million for the nine months ended May 31, 1995.
These increases were primarily due to increases in domestic closure sales,
increases in equipment sales, and increases in sales from operations in the
United Kingdom and Canada that were acquired subsequent to the third quarter
of fiscal 1995. The Company anticipates sales to continue to increase in the
fourth quarter of fiscal 1996 compared to the fourth quarter of fiscal 1995.
Cost of sales increased $5.2 million or 21.6% to $29.3 million for the
three months ended May 31, 1996 from $24.1 million for the same period in
fiscal 1995 and $19.5 million or 29.8%, to $85.2 million for the nine months
ended May 31, 1996 from $65.7 million for the same period in fiscal 1995.
These increases in absolute dollars are due to increases in sales in the
respective periods. As a percentage of sales, cost of sales decreased to
71.0% for the three months ended May 31, 1996 from 78.2% for the three months
ended May 31, 1995. Cost of sales decreased slightly to 73.9% for the nine
months ended May 31, 1996 from 76.0% for the same period in fiscal 1995. The
decrease in the three months ended May 31, 1996 is primarily due to an
increase in sales volume due to the seasonal nature of the business,
particularly because the seasonal pickup in the third quarter of fiscal 1995
was unusually late. The decrease in the nine months ended May 31, 1996, and
to a lesser extent, the three months ended May 31, 1996, is attributable to
decreases in resin prices, somewhat offset by increases in packaging
materials, and a decline in the margins on equipment sales. In addition,
sales from the recently acquired Canadian and UK operations have relatively
low gross margins as well.
Selling, general and administrative expenses increased $2.4 million or
80% to $5.4 million for the three months ended May 31, 1996 from $3.0 million
for the same period in fiscal 1995, and $3.6 million or 36.6% to $13.6
million for the nine months ended May 31, 1996 from $10.0 million for the
same period in fiscal 1995. These increases were the result of higher sales
commissions due to an increase in sales levels, an increase in travel costs,
an increase in insurance costs and an increase in the accrual for future
bonus payments due to the improvement in financial results. The Company
anticipates selling, general and administrative costs to continue at their
current level for the remainder of this fiscal year.
Research and development expenses increased $147 or 34.8% to $569 for
the three months ended May 31, 1996 from $422 for the same period in fiscal
1995 and $633 or 67.1% to $1,576 for the nine months ended May 31, 1996 from
$943 for the same period in fiscal 1995. These increases were primarily due
to increased staffing to address expanded new product development
opportunities, and in addition, for the nine month period ended May 31, 1996,
patent expenses were higher than usual. The Company anticipates research and
development expenses to approximate 1.5% of sales for the remainder of fiscal
1996.
10
Amortization of intangibles (consisting of amortization of patents,
goodwill and covenants not to compete) increased $361 or 36.8% to $1,343 for
the three months ended May 31, 1996 from $982 for the same period in fiscal
1995, and $990 or 38.9% to $3,537 for the nine months ended May 31, 1996 from
$2,547 for the same period in fiscal 1995. The increases are primarily due
to the amortization of goodwill and covenants not to compete resulting from
the acquisition of the Company's Canadian subsidiary, Portola Packaging
Canada Ltd. in June 1995.
Interest income increased $337 to $369 for the three months ended May
31, 1996 from $32 for the same period in fiscal 1995, and increased $949 to
$1,053 for the nine months ended May 31, 1996 from $104 for the same period
in fiscal 1995. These increases are due to higher levels of available cash
and investments in fiscal 1996 as compared to fiscal 1995, primarily as a
result of the $110 million senior notes offering completed in October 1995.
Interest expense increased $1,014 to $3,246 for the three months ended
May 31, 1996 from $2,232 for the same period in fiscal 1995, and increased
$3,391 to $9,626 for the nine months ended May 31, 1996 from $6,235 for the
same period in fiscal 1995. This increase is due to a higher level of
interest-bearing debt in fiscal 1996 as compared to fiscal 1995, related to
debt incurred by Portola Packaging Canada Ltd. ("Portola Canada") to finance
the Canadian acquisition completed in June 1995, and the $110 million of
senior notes, which were used in part to repay prior indebtedness.
Other (income) expense, net, decreased to a net expense of $65 for the
three months ended May 31, 1996 from a net expense of $118 for the same
period in fiscal 1995, and decreased to a net expense of $127 for the nine
months ended May 31, 1996 from a net income of $60 for the same period in
fiscal 1995.
Income taxes are reflected at an effective tax rate of 74.7% for fiscal
1996 in anticipation of the Company's expected tax rate for the entire fiscal
year. The Company had an effective tax rate of 90.2% for fiscal 1995. Income
tax expense does not bear a normal relationship to income before income taxes
primarily due to nondeductible goodwill and other intangibles arising from
the acquisitions.
An extraordinary item of $1,265 net of taxes was recorded for the nine
months ended May 31, 1996, as loan fees and other costs were expensed in
connection with an early extinguishment of debt resulting from the $110
million senior notes issue. There were no extraordinary items for any other
period presented.
LIQUIDITY AND CAPITAL RESOURCES
The Company has relied primarily upon cash from operations, supplemented
as necessary from time to time by borrowings from financial institutions and
sales of common stock, to finance its operations, repay long-term
indebtedness and fund capital expenditures and acquisitions. At May 31,
1996, primarily as a result of the senior note offering in October 1995, the
Company had cash, cash equivalents and short-term investments of $10.9
million, an increase of $9.1 million from August 31, 1995.
Cash provided by operations totaled $9.9 million for the nine months
ended May 31, 1996, a $7.0 million increase from the $2.9 million provided by
operations for the nine months
11
ended May 31, 1995. This improvement in cash provided by operations is
primarily due to increased depreciation and amortization expense in fiscal
1996, relatively unchanged inventory levels in fiscal 1996 compared to a
build-up in inventories of $2.8 million in fiscal 1995, an increase in
accrued interest expense in fiscal 1996 due to a higher level of
indebtedness, relatively unchanged non-current deferred income taxes in
fiscal 1996 compared to a $1.4 million decrease in fiscal 1995, and an
extraordinary loss on the extinguishment of debt in fiscal 1996. Additions
to property, plant and equipment were $19.7 million for the nine months ended
May 31, 1996. The increase included the acquisition, for $7.2 million, of
the Company's headquarters and manufacturing facilities in San Jose,
California, on February 9, 1996. The balance of the increase in capital
expenditures is for increased production capacity for fitments, push-pull and
snap-screw closures, replacement molds and a reconfiguration of the New
Castle, Pennsylvania plant layout for increased efficiency. Capital
expenditures, excluding the San Jose plant purchase, are currently expected
to be approximately $18 million for fiscal 1996 and should be financed
through cash from operations, excluding potential expansion activity in
Canada and the United Kingdom.
On October 2, 1995, the Company completed an offering of $110 million of
senior notes that mature on October 1, 2005 and bear interest at 10.75%.
Interest is payable semi-annually on April 1 and October 1 of each year,
commencing on April 1, 1996. The net proceeds of the offering were
approximately $106 million, of which $83 million was used to retire the
Company's outstanding debt under its senior term loans, revolving facility
and senior subordinated notes, $7.2 million was used to purchase the
Company's San Jose facilities, $10.8 million was used to purchase machinery
and equipment, $3 million was used to make a loan to the Company's 50% joint
venture in Mexico and $2 million was used for working capital needs.
The Company has been the defendant in litigation with Scholle
Corporation ("Scholle") related to alleged patent infringement on five-gallon
non-spill caps (see Note 4 of the unaudited financial statements). On
January 2, 1996, the court denied further motions and entered the jury's
verdict making the Company liable for damages of $0.01 per closure unit sold.
In June 1996, the Company reached a settlement agreement with Scholle,
whereby Scholle granted to the Company a non-exclusive license to use certain
of its patents, and the Company agreed to pay a royalty to Scholle of $0.01
per five gallon non-spill closure unit sold. The Company remained liable for
damages of $0.01 per closure unit sold prior to the date of the settlement
agreement, plus interest at a rate of 10% on all past due amounts. The
Company made a payment of $1.7 million to Scholle on July 1, 1996 in
settlement of all amounts due, including interest, through May 31, 1996.
Such amount had been accrued in the Company's financial statements.
At May 31, 1996, the Company had $10.9 million in cash and cash
equivalents as well as borrowing capacity under the revolving credit facility
which is currently unused. Management believes that these resources,
together with anticipated cash flow from operations, will be adequate to fund
the Company's operations, debt service requirements and capital expenditures
through fiscal 1997.
RECENT ACCOUNTING PRONOUNCEMENTS
During March 1995, the Financial Accounting Standards Board issued
Statement No. 121, "Accounting for the Impairment of Long-Lived Assets and
for Long-Lived Assets to be Disposed Of" (SFAS 121), which required the
Company to review for impairment long-lived assets, certain identifiable
intangibles, and goodwill related to those assets whenever events or changes
in circumstances indicate that the carrying amount of an asset may not be
recoverable.
12
This statement requires impairment losses to be recognized for assets that do
not have realizable carrying values. SFAS 121 will be effective for the
Company's fiscal year 1997. The Company is currently studying the
implications of the statement to determine its impact on the Company's
financial condition and results of operations.
During October 1995, the Financial Accounting Standards Board issues
Statement No. 123 (SFAS 123), "Accounting for Stock-Based Compensation",
which establishes a fair value based method of accounting for stock-based
compensation plans. The Company is currently following the requirements of
APB Opinion No. 25, "Accounting for Stock Issued to Employees" while it
studies the implications of SFAS 123 and evaluates the effect, if any, on the
financial condition and results of operations of the Company. SFAS 123 will
be effective for the Company's fiscal year 1997.
13
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibits are filed herewith.
Exhibit
Number Exhibit Title
- - -------- -------------
10.34 Settlement Agreement dated July 1, 1996, by and
between the Registrant and Scholle Corporation
11.01 Computation of Net Income Per Share
(b) The Company did not file any reports on Form 8-K during the three month
period ended May 31, 1996.
14
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.
PORTOLA PACKAGING, INC.
(Registrant)
Date: July 11, 1996 /s/ Robert R. Strickland
-------------------------
Robert R. Strickland
Vice-President - Finance and
Chief Financial Officer
(Principal Financial Officer
and Duly Authorized Officer)
Date: July 11, 1996 /s/ Patricia Voll
-------------------------
Patricia Voll
Vice President - Finance and
Accounting (Principal
Accounting Officer)
15
EXHIBIT INDEX
Exhibit
Number Exhibit Title
- - -------- --------------
10.34 Settlement Agreement, dated July 1, 1996, by and
between the Registrant and Scholle Corporation
11.01 Computation of Net Income Per Share
16