UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
January 18, 2005
ATLANTIS PLASTICS, INC.
| FLORIDA | 001-09487 | 06-1088270 | ||
| (State or Other | (Commission File Number) | (IRS Employer | ||
| Jurisdiction of Incorporation) | Identification No.) |
1870 THE EXCHANGE
SUITE 200
ATLANTA, GEORGIA
30339
(800) 497-7659
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 (see General Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 7.01. Regulation FD Disclosure | ||||||||
| Item 9.01. Financial Statements and Exhibits | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
| EX-99.1 | ||||||||
Item 7.01. Regulation FD Disclosure.
On January 18, 2005, the registrant issued a press release announcing that it is commencing a private placement of senior subordinated notes due 2012. A copy of the registrants’ press release is attached hereto as Exhibit 99.1 and is hereby incorporated herein.
This announcement is neither an offer to sell nor a solicitation of an offer to buy any of the securities to be offered. The notes will be offered and sold only to qualified institutional buyers in accordance with Rule 144A under the Securities Act. Any offers of the securities will be made only by means of a confidential offering memorandum. The notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.
The information in this report on Form 8-K (including the exhibits) is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section.
The registrant does not have, and expressly disclaims, any obligation to release any updates or any changes in its expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.
The text included with this report is available on our website located at www.atlantisstock.com, although we reserve the right to discontinue that availability at any time.
Item 9.01. Financial Statements and Exhibits
| (a) | Financial Statements of Business Acquired. Not applicable. |
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| (b) | Pro Forma Financial Information. Not applicable. |
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| (c) | Exhibits. Exhibit 99.1 Press Release from the registrant, dated January 18, 2005. |
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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 hereunto duly authorized.
| ATLANTIS PLASTICS, INC. |
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| Date: January 18, 2005 | By: | /s/ PAUL G. SAARI | ||
| PAUL G. SAARI | ||||
| Senior Vice President, Finance and Chief Financial Officer |
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