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): February 27, 2009 (February 25,
2009)
GREIF,
INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-00566
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31-4388903
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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425
Winter Road, Delaware, Ohio
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43015
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (740) 549-6000
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 (see General Instruction A.2. below):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Section 2
– Financial Information
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Item 2.02.
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Results
of Operations and Financial
Condition.
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On
February 25, 2009, the Company issued a press release (the “Earnings Release”)
announcing the financial results for its first quarter ended January 31, 2009.
The full text of the Earnings Release is attached as Exhibit 99.1 to this
Current Report on Form 8-K.
The
Earnings Release included the following non-GAAP financial measures (the
“non-GAAP Measures”): (i) net income before restructuring charges and
timberland disposals, net on a consolidated basis; (ii) net income
before restructuring charges, restructuring-related inventory charges and
timberland disposals, net on a consolidated basis; (iii) diluted earnings per
Class A share and per Class B share before restructuring charges and
timberland disposals, net on a consolidated basis; (iv) diluted earnings
per Class A share and per Class B share before restructuring charges,
restructuring-related inventory charges and timberland disposals, net on a
consolidated basis; (v) operating profit before restructuring charges and
timberland disposals, net on a consolidated basis, (vi) operating profit before
restructuring charges, restructuring-related inventory charges and timberland
disposals, net on a consolidated basis, (vii) operating profit before
restructuring charges with respect to the Company’s Industrial Packaging and
Paper Packaging segments, (viii) operating profit before restructuring charges
and restructuring-related inventory charges with respect to the Company’s
Industrial Packaging segment, and (ix) operating profit before restructuring
charges and timberland disposals, net with respect to the Company’s Timber
segment. Net income before restructuring charges and timberland disposals, net
on a consolidated basis is equal to GAAP net income plus restructuring charges
less timberland disposals, net, net of tax, on a consolidated basis. Net income
before restructuring charges, restructuring-related inventory charges and
timberland disposals, net on a consolidated basis is equal to GAAP net income
plus restructuring charges and restructuring-related inventory charges less
timberland disposals, net, net of tax, on a consolidated basis. Diluted earnings
per Class A share and per Class B share before restructuring charges and
timberland disposals, net on a consolidated basis is equal to GAAP diluted
earnings per Class A share and per Class B share plus restructuring charges
less timberland disposals, net, net of tax, on a consolidated basis. Diluted
earnings per Class A share and per Class B share before restructuring
charges, restructuring-related inventory charges and timberland disposals, net
on a consolidated basis is equal to GAAP diluted earnings per Class A share
and per Class B share plus restructuring charges and restructuring-related
inventory charges less timberland disposals, net, net of tax, on a consolidated
basis. Operating profit before restructuring charges and timberland disposals,
net on a consolidated basis is equal to GAAP operating profit plus restructuring
charges less timberland disposals, net on a consolidated basis. Operating profit
before restructuring charges, restructuring-related inventory charges and
timberland disposals, net on a consolidated basis is equal to GAAP operating
profit plus restructuring charges and restructuring-related inventory charges
less timberland disposals, net on a consolidated basis. Operating profit before
restructuring charges with respect to the Company’s Industrial Packaging and
Paper Packaging segments is equal to that segment’s GAAP operating profit plus
that segment’s restructuring charges. Operating profit before
restructuring charges and restructuring-related inventory charges with respect
to the Company’s Industrial Packaging segment is equal to that segment’s GAAP
operating profit plus that segment’s restructuring charges and
restructuring-related inventory charges. Operating profit before
restructuring charges and timberland disposals, net with respect to the
Company’s Timber segment is equal to that segment’s GAAP operating profit plus
that segment’s restructuring charges less timberland disposals,
net.
The
Company discloses the non-GAAP Measures described in Items (i) through
(ix), above, because management believes that these non-GAAP Measures are a
better indication of the Company’s operational performance than GAAP net income,
diluted earnings per Class A share and per Class B share and operating
profit since they exclude restructuring charges and restructuring-related
inventory charges, which are not representative of ongoing operations, and
timberland disposals, net, which are volatile from period to period. These non-GAAP
Measures provide a more stable platform on which to compare the historical
performance of the Company.
Section 9
– Financial Statements and Exhibits
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Item 9.01.
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Financial
Statements and Exhibits.
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(c)
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Exhibits.
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Exhibit No.
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Description
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99.1
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Press
release issued by Greif, Inc. on February 25, 2009, announcing the
financial results for its first quarter ended January
31, 2009.
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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.
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GREIF,
INC.
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Date:
February 27, 2009
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By
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/s/
Donald S. Huml
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Donald
S. Huml,
Executive
Vice President and Chief Financial
Officer
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EXHIBIT
INDEX
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Exhibit No.
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Description
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99.1
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Press
release issued by Greif, Inc. on February 25, 2009, announcing the
financial results for its first quarter ended January
31, 2009.
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