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): October 6, 2017

 

 

Cott Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Canada   001-31410   98-0154711

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

6525 Viscount Road

Mississauga, Ontario, Canada

  L4V1H6

Corporate Center III

Suite 400, 4221 W. Boy Scout Blvd.

Tampa, Florida

  33607
(Address of principal executive offices)   (Zip Code)

(905) 672-1900

(813) 313-1800

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On October 6, 2017, the Board of Directors (the “Board”) of Cott Corporation (the “Company”) appointed Kenneth C. “Casey” Keller Jr. to serve as a member of the Board, effective immediately, until his successor is duly elected and qualified or until his earlier resignation or removal. Mr. Keller will serve on the Audit Committee of the Board.

There is no arrangement or understanding between Mr. Keller and any other persons or entities pursuant to which Mr. Keller was appointed to the Board. There are no transactions in which Mr. Keller has an interest requiring disclosure under Item 404(a) of Regulation S-K.

 

Item 7.01 Regulation FD Disclosure.

On October 10, 2017, the Company issued a press release announcing the appointment of Mr. Keller as a director of the Company. A copy of the press release is furnished herewith as Exhibit 99.1 to this report.

The information furnished in this Current Report on Form 8-K under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

EXHIBIT
NUMBER

  

DESCRIPTION

99.1    Press Release of Cott Corporation, dated October 10, 2017 (furnished herewith).

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.

 

   

Cott Corporation

(Registrant)

October 10, 2017     By:  

/s/ Marni Morgan Poe

    Marni Morgan Poe
    Vice President, General Counsel and Secretary

Exhibit 99.1

 

Press Release    LOGO

CONTACT:

Jarrod Langhans

Investor Relations

Tel: (813) 313-1732

Investorrelations@cott.com

COTT ANNOUNCES APPOINTMENT OF KENNETH C. “CASEY” KELLER JR. TO BOARD OF DIRECTORS

TORONTO, ON and TAMPA, FL – October  10, 2017 – Cott Corporation (NYSE:COT; TSX:BCB) today announced the appointment of Kenneth C. “Casey” Keller Jr. to the Cott Corporation Board of Directors. Mr. Keller will be an independent director and serve as a member of the Audit Committee of the Board.

“We are excited to have Casey join Cott’s Board of Directors. He is a leader in the global consumer goods industry with significant international and route based delivery experience alongside a track record of driving top line and earnings growth,” commented David Gibbons, Chairman of the Board. “Casey brings a wealth of proven executive leadership and is an excellent complement to our existing Board skill set,” continued Mr. Gibbons.

Mr. Keller, 56, has been Global President of the Wm. Wrigley Jr. Company (a subsidiary of Mars, Inc.) since July 2016, where he has been responsible for leading the business to deliver sales and profit growth. He recently transitioned into a new role as Chief Portfolio Officer in the newly combined Mars Wrigley Confectionery business, overseeing the global business units and strategy. Mr. Keller joined Mars as President, Wrigley North America in 2011. Mr. Keller served as the President of the U.S. at Alberto Culver Company from 2008 to 2011, and as Executive Vice President and Chief Marketing Officer of Motorola Solutions, Inc. from 2006 to 2008, where he was responsible for company-wide marketing strategy development and execution. From 1998 to 2006, Mr. Keller worked at the HJ Heinz Company. He served as the Chairman and Chief Executive Officer of Heinz Italy from 2004 to 2006, where Mr. Keller led a successful turnaround and revitalization of Heinz’s leading position in Infant Feeding and Medical Food in Italy. Mr. Keller served as the Chief Growth Officer for H.J. Heinz Company from 2003 to 2004, with responsibility for defining the strategy and key initiatives to drive profitable, topline growth and strengthening the focus on and plans for its top brands. He also served as a Managing Director of Heinz’s U.S. Ketchup, Condiments & Sauces business and Global Category Leader, Sauces & Condiments. Mr. Keller spent almost ten years at Procter & Gamble Company, where he was responsible for Pringles, Duncan Hines and other leading consumer brands.

Mr. Keller is a Member of the Advisory Council of Winona Capital Management, LLC. He served as a Director of Schurz Communications, Incorporated from 2009 until 2015. As an officer in the United States Navy, he led several divisions on board the USS Dewey (DDG-45). He also served on the staff of the Deputy Chief of Naval Operations for Surface Warfare in the Pentagon. He was awarded the Navy Commendation and Achievement medals. Mr. Keller earned an M.B.A. from the Harvard Business School and a B.A. in Economics and History from Cornell University.

Press Release      LOGO  

 

About Cott Corporation

Cott is a diversified beverage company with a leading volume-based national presence in the North America and European home and office bottled water delivery industry, a leader in custom coffee roasting and blending of iced tea for the U.S. foodservice industry, and a leader in the production of beverages on behalf of retailers, brand owners, and distributors. Our platform reaches over 2.3 million customers or delivery points across North America and Europe supported by strategically located sales and distribution facilities and fleets, as well as wholesalers and distributors. This enables us to efficiently service residences, businesses, restaurant chains, hotels and motels, small and large retailers, and healthcare facilities.

Website: www.cott.com

 

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