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 9, 2019

 

 

 

Pyxus International, Inc.

(Exact name of Registrant, as specified in its charter)

 

 

 

Virginia		001-13684		54-1746567
(State or other jurisdiction of incorporation)		(Commission file number)		(I.R.S. Employer Identification No.)

8001 Aerial Center Parkway

Morrisville, North Carolina 27560-8417

(Address of principal executive offices, including zip code)

(919) 379-4300

(Registrant’s telephone number, including area code)

 

 

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 (no par value)		PYX		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 2.05

Costs Associated With Exit or Disposal Activities

On October 9, 2019, the Board of Directors of Pyxus International, Inc. (the “Company”) authorized a cost-saving initiative and restructuring plan (the “Plan”) to cease tobacco processing operations of its Alliance One Tobacco Argentina, S.A. subsidiary’s facility located in El Carril in the Province of Salta in Argentina, with tobacco processing in Argentina to be provided by a third party. The Plan includes a reduction of headcount at this facility and the repurposing of the El Carril facility to receive and warehouse tobacco. Affected employees were first notified of the Plan on December 9, 2019. The Plan is expected to be principally implemented over the next three months.

The Company estimates that the total costs related to the Plan will be in the range of approximately $3.9 million to $6.4 million at current exchange rates, composed of severance expense in the range of approximately $3.5 million to $5.9 million and impairment and other one-time costs related to fixed assets in the range of approximately $0.4 million to $0.5 million. The severance expense will result in future cash expenditures and is expected to be incurred during the quarter ending March 31, 2020. Other one-time cash costs of approximately $0.3 million are expected to be incurred by March 31, 2020.

 

ITEM 7.01

Regulation FD Disclosure

On December 9, 2019, the Company issued a press release which is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information in Exhibit 99.01 and this Item 7.01 of this report shall not be deemed to be “filed” for purpose of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation by reference language contained therein, except as shall be expressly set forth by specific reference in such a filing.

 

ITEM 9.01

Exhibits

(d) Exhibits

 

Exhibit No.		Description
99.1		Press release dated December 9, 2019

 

2

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.

Date:    December 9, 2019

 

 

3

Exhibit 99.1

 

NEWS RELEASE		Contact:    Joel Thomas  (919) 379-4300

Alliance One International expands relationship with Philip Morris International Argentine affiliate

Morrisville, NC – December 9, 2019 – Alliance One International, LLC (AOI), a Pyxus International company (NYSE: PYX), today announced that its Argentine subsidiary, Alliance One Tobacco Argentina (AOTA), will relocate its processing operations from its El Carril facility in the Salta province and begin processing at Philip Morris International’s Argentine affiliate, effective for the 2020 crop. In addition, AOTA will reinforce its commercial relationship with Philip Morris through the supply of flue-cured Virginia and burley tobacco.

“AOI’s expanded relationship with Philip Morris International and its local Argentine affiliate reflects the company’s ongoing commitment to improve market share within the tobacco industry and is an example of how Pyxus is continuing to execute against its One Tomorrow transformation strategy,” said Pieter Sikkel, Pyxus International President, CEO and Chairman. “Across our business, we continually evaluate our operations and the global trade environment to ensure we are best positioned to sustain long-term growth. The restructuring of AOI’s Argentine operations will help to improve overall efficiency and strengthen price competitiveness.”

As part of the restructuring, AOTA expects a workforce reduction. The company will be offering affected employees training courses in various trade industries and entrepreneurship.

“We recognize the impact that these changes will have on AOTA’s employees, their families, and the El Carril community, and we are committed to helping those impacted as we restructure local operations,” said Alex Strohschoen, President of AOI. “This change reflects our commitment to position our business for long-term success in Argentina. It will also help to enhance the sustainability of the Argentinian tobacco market due to anticipated increases in exports and improved competitiveness on the global market.”

AOTA’s Salta buying station in El Carril will remain operational, as will the company’s packed products warehouses. AOTA will continue to contract with growers throughout the tobacco-growing provinces.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations of future

events. Such statements include, but are not limited to, statements about future financial and operating results, plans, objectives, expectations and intentions and other statements that are not historical facts. Such statements are based on the current beliefs and expectations of management and are subject to significant risks and uncertainties. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results may differ materially from those currently anticipated expected or projected. The following factors, among others, could cause actual results to differ from those expressed or implied by the forward-looking statements: changes from anticipated levels of tobacco exports from Argentina and the cost competitiveness of Argentinian-sourced tobacco on the global market. Additional factors that could cause results to differ materially from those expressed or implied by forward-looking statements can be found in Pyxus’s most recent Annual Report on Form 10-K for the period ended March 31, 2019 and the other filings with the Securities and Exchange Commission (the “SEC”) which are available at the SEC’s Internet site (http://www.sec.gov).

About Pyxus International, Inc.

Pyxus International Inc. (NYSE: PYX) is a global agricultural company with 145 years’ experience delivering value-added products and services to businesses and customers. Driven by a united purpose—to transform people’s lives, so that together we can grow a better world—Pyxus International, its subsidiaries and affiliates, are trusted providers of responsibly sourced, independently verified, sustainable and traceable products and ingredients. For more information, visit www.pyxus.com.

About Alliance One International, LLC

Alliance One International, LLC is a leading independent leaf tobacco supplier. Working with tobacco farmers in 30 countries around the world, Alliance One is recognized for producing sustainable and traceable leaf tobacco. For more information, visit www.aointl.com.