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AI English summary of an SEC filing — figures as filed

Smurfit Westrock logoSmurfit Westrock SW

The company said it allotted 24,900 ordinary shares of €1.00 par value each to Matsack Nominees Limited on June 13, 2024, following approval from its Board of Directors. The company explained that the allotment was made to satisfy Irish law minimum capitalization requirements in connection with its re-registration as a public limited company.

8-KAmendments to Articles of Incorporation or Bylaws; Change in Fiscal YearFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it allotted 24,900 ordinary shares of €1.00 par value each to Matsack Nominees Limited on June 13, 2024, following approval from its Board of Directors. The company explained that the allotment was made to satisfy Irish law minimum capitalization requirements in connection with its re-registration as a public limited company.

  2. Smurfit WestRock said it was re-registered as a public limited company on June 18, 2024, following approval from its Board of Directors and its sole shareholder, and changed its name from Smurfit WestRock Limited to Smurfit WestRock plc. It added that an amendment to its Constitution was adopted upon re-registration.

  3. The company said the ordinary shares were issued under the exemption in Section 4(a)(2) of the US Securities Act. It explained that Matsack Nominees is a wholly owned subsidiary of Matsack Trust Limited, which is controlled by Matheson LLP, the company's Irish law advisors.

  4. The company said the ordinary shares to be issued to Smurfit Kappa shareholders in connection with the Combination are expected to be issued under the exemption in Section 3(a)(10) of the US Securities Act, based on approval of the Scheme by the Irish High Court. It also said the date and time of the Irish Court Hearing have already been fixed.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

24,900 ordinary shares of €1.00 each allotted on June 13, 2024

The company said it allotted 24,900 ordinary shares of €1.00 par value each to Matsack Nominees Limited on June 13, 2024, following approval from its Board of Directors. The company explained that the allotment was made to satisfy Irish law minimum capitalization requirements in connection with its re-registration as a public limited company.

Source · Based on the filing body and exhibits

Re-registration as a public limited company on June 18, 2024

Smurfit WestRock said it was re-registered as a public limited company on June 18, 2024, following approval from its Board of Directors and its sole shareholder, and changed its name from Smurfit WestRock Limited to Smurfit WestRock plc. It added that an amendment to its Constitution was adopted upon re-registration.

Source · Based on the filing body and exhibits

Matsack Nominees and Section 4(a)(2) exemption

The company said the ordinary shares were issued under the exemption in Section 4(a)(2) of the US Securities Act. It explained that Matsack Nominees is a wholly owned subsidiary of Matsack Trust Limited, which is controlled by Matheson LLP, the company's Irish law advisors.

Source · Based on the filing body and exhibits

Shares for Smurfit Kappa shareholders exempt under Section 3(a)(10)

The company said the ordinary shares to be issued to Smurfit Kappa shareholders in connection with the Combination are expected to be issued under the exemption in Section 3(a)(10) of the US Securities Act, based on approval of the Scheme by the Irish High Court. It also said the date and time of the Irish Court Hearing have already been fixed.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.