8-K

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): April 1, 2020

PACKAGINGCORPORATION OF AMERICA

(Exact name of registrant as specified in its charter)

Delaware	1-15399	36-4277050
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1 North Field Court, Lake Forest, Illinois 60045

(Address of Principal Executive Offices, including Zip Code)

(847) 482-3000

(Registrants’ Telephone 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 registrants 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))

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.  ☐

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	PKG	New York Stock Exchange

Item 7.01. Regulation FD Disclosure

The following information, including the exhibit described below, shall not be deemed “filed” hereunder for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On April 1, 2020, Packaging Corporation of America issued a press release announcing plans to temporarily idle the Jackson, Alabama mill. The press release is furnished as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(D)    Exhibits

99.1 Press Release issued on April 1, 2020

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.    

	PACKAGING CORPORATION OF AMERICA
Dated: April 2, 2020	By:	/s/ Kent A. Pflederer
	Name:	Kent A. Pflederer
	Title:	Senior Vice President, General Counsel and Secretary

EX-99.1

Exhibit 99.1

PCA Announces Plans to Take Economic Downtime at its Jackson, AL Uncoated Freesheet Mill

LAKE FOREST, IL, April 1, 2020 — Packaging Corporation of America (NYSE: PKG) today announced plans to temporarily idle both paper machines and the sheet-converting operation at its Jackson Mill in Jackson, AL for the months of May and June 2020. This is expected to reduce paper production by approximately 70,000 tons, and the mill is expected to restart on July 6, 2020. The Company’s paper mill in International Falls, MN will continue to operate at capacity during this period. The Company anticipates inventory to be at appropriate levels after this downtime. “Due to the effects of the COVID-19 virus pandemic on paper consumption in schools, offices and businesses it’s critical that we balance the supply of our Boise Paper products with our customers’ demand for them”, said Paul LeBlanc Vice-President Boise Paper.

“Unprecedented market conditions brought about by the measures required to help control the spread of the COVID-19 virus have made this business decision necessary to manage our paper business during these challenging times,” LeBlanc said. “This is especially difficult for the employees and their families who are directly affected. PCA is committed to treating all impacted employees with fairness and respect and to communicating openly and honestly with each individual about how this decision will affect him or her. The idling of operations will result in the temporary layoff of about 340 employees and our Human Resources team has begun meeting with our affected employees.”

“We remain committed to our customers’ needs. We have more than sufficient inventories and production planned to support all of our customers’ paper needs during this time” LeBlanc added. “Our team will begin contacting customers and supply chain partners immediately to ensure we make this period as seamless as possible.”

PCA is the third largest producer of containerboard products and the third largest producer of uncoated freesheet paper in North America. PCA operates eight mills and 95 corrugated products plants and related facilities.

Cautionary Note on Forward-Looking Statements

Some of the statements in this press release are forward-looking statements. These forward-looking statements include statements about the duration of the idling of the mill, the effect of the idling of the mill on our paper production, our belief that we will return to appropriate inventory levels after idling of the mill, and the impact of the COVID-19 pandemic on our business and demand for our paper products. Statements that contain words such as “will”, “should”, “anticipate”, “believe”, “expect”, “intend”, “estimate”, “hope” or similar expressions, are forward-looking statements. These forward-looking statements are based on the current expectations of PCA. Because forward-looking statements involve inherent risks and uncertainties, the plans, actions and actual results of PCA could differ materially. Among the factors that could cause plans, actions and results to differ materially from PCA’s current expectations include the following: the impact of the COVID-19 pandemic on economic conditions affecting our paper business and demand for our paper products; general economic conditions; general industry conditions affecting our paper business, including competition, product demand and product pricing; as well as those identified under Item 1A. Risk Factors in PCA’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the Securities and Exchange Commission and available at the SEC’s website at “www.sec.gov”.

CONTACT:

Barbara Sessions

Packaging Corporation of America INVESTOR RELATIONS: (877) 454-2509

PCA’s Website: www.packagingcorp.com

XML

Document and Entity Information	Apr. 01, 2020
Cover [Abstract]
Entity Registrant Name	PACKAGING CORP OF AMERICA
Amendment Flag	false
Entity Central Index Key	0000075677
Document Type	8-K
Document Period End Date	Apr. 01, 2020
Entity Incorporation State Country Code	DE
Entity File Number	1-15399
Entity Tax Identification Number	36-4277050
Entity Address, Address Line One	1 North Field Court
Entity Address, City or Town	Lake Forest
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60045
City Area Code	(847)
Local Phone Number	482-3000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Security 12b Title	Common Stock
Trading Symbol	PKG
Security Exchange Name	NYSE