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Published: 2023-08-01 17:15:46 ET
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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): August 1, 2023
 
 
WestRock Company
(Exact name of registrant as specified in its charter)
 
 
Delaware
 
 
001-38736
 
 
37-1880617
(State or other jurisdiction of
incorporation)
 
 
 
(Commission
File Number)
 
 
 
(IRS Employer
Identification No.)
 
1000 Abernathy Road, Atlanta, Georgia
30328
(Address of principal executive offices)
(Zip Code)
 
(770) 448-2193
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

 
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:
 
☐
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))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
WRK
New York Stock Exchange
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).  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. ☐
 
 
Item 2.05.          Costs Associated with Exit or Disposal Activities.

On August 1, 2023, WestRock Company (the “Company”) announced its plan to permanently cease operating the Company’s paper mill located in Tacoma, Washington, and to conclude production by September 30, 2023, as part of its ongoing efforts to improve return on invested capital and maximize the performance of its assets. The Company expects to incur aggregate charges of approximately $345 million associated with the Tacoma mill closure, consisting of approximately $247 million in asset write-down or related charges, $12 million in severance and other employee costs, and $86 million in other restructuring costs (e.g., mill shutdown, contract termination and facility carrying costs). The Company will recognize the substantial majority of the charges in the fourth fiscal quarter of 2023 and expects approximately two-thirds of these charges to be non-cash in nature. The remaining one-third of these charges, which relate to severance and other restructuring costs, are expected to be paid in cash generally over two years. These estimates are subject to a number of assumptions, and actual results may differ from our initial estimates.

Item 7.01.          Regulation FD Disclosure.

On August 1, 2023, the Company issued a press release related to the planned closure of the Tacoma mill. A copy of the press release is attached as Exhibit 99.1. The information provided pursuant to this Item 7.01, including Exhibit 99.1 in Item 9.01, is “furnished” and shall not be deemed to be “filed” with the Securities and Exchange Commission or incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filings.

Item 9.01.          Financial Statements and Exhibits.

(c) Exhibits
 
 
     104               The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

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.

 
 
WESTROCK COMPANY
 
 
 
(Registrant)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Date: August 1, 2023
By:
/s/ Alexander W. Pease
 
 
 
Alexander W. Pease
 
 
 
Executive Vice President and Chief Financial Officer