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ATR > SEC Filings for ATR > Form 8-K on 17-Apr-2013All Recent SEC Filings

Show all filings for APTARGROUP INC | Request a Trial to NEW EDGAR Online Pro



Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financial Stateme

Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On April 7, 2013, the Rights (as defined below) outstanding under the Rights Agreement, dated as of April 7, 2003 (the "Rights Agreement"), between AptarGroup, Inc. (the "Company") and Wells Fargo Bank, N.A., as successor rights agent, expired in accordance with the terms of the Rights Agreement. The Rights Agreement provided common stockholders of the Company with the right to purchase shares of Series B Junior Participating Preferred Stock of the Company ("Series B Preferred Stock") upon the terms and subject to the conditions set forth in the Rights Agreement (the "Rights").

In connection with the expiration of the Rights, following authorization from the Company's Board of Directors, the Company filed a Certificate of Elimination with the Secretary of State of the State of Delaware on April 17, 2013. The Certificate of Elimination eliminates from the Company's Amended and Restated Certificate of Incorporation all matters set forth in the Certificate of Designations with respect to the Series B Preferred Stock. No shares of Series B Preferred Stock were issued or outstanding at the time of the filing of the Certificate of Elimination. A copy of the Certificate of Elimination has been filed as Exhibit 3.1 to this Current Report and is incorporated herein by this reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.                                  Description

3.1            Certificate of Elimination of Certificate of Designations of Series B
               Junior Participating Preferred Stock of AptarGroup, Inc., dated
               April 17, 2013.

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