AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON October 7, 2002
REGISTRATION NO. 333-100121
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Amendment No. 1
to
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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GREIF BROS. CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 3412 31-4388903
(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code) Identification No.)
(continued on next page)
Gary R. Martz, Esq.
Senior Vice President,
General Counsel and Secretary
Greif Bros. Corporation
425 Winter Road 425 Winter Road
Delaware, Ohio 43015 Delaware, Ohio 43015
(740) 549-6000 (740) 549-6000
(Address, including zip code, and telephone (Name, address, including zip code, and
number, including area code, of telephone number, including area code, of
registrant's principal executive offices) agent for service of process)
Copies to:
Joseph P. Boeckman, Esq.
Baker & Hostetler LLP
65 East State Street, Suite 2100
Columbus, Ohio 43215
Telephone: (614) 462-4737 Facsimile (614) 462-2616
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Approximate date of commencement of proposed sale to the public: As soon as
practicable after this registration statement becomes effective.
If the securities being registered on this form are being offered in connection
with the formation of a holding company and there is compliance with General
Instruction G, check the following box: [ ]
If this Form is filed to register additional securities for an offering pursuant
to Rule 462(d) under the Securities Act, check the following box and list the
Securities Act registration statement number of the earlier effective
registration statement for the same offering: [ ]
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under
the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering: [ ]
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THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE
OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT
SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION
STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF
THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE SECURITIES AND EXCHANGE COMMISSION, ACTING
PURSUANT TO SAID SECTION 8(A), MAY DETERMINE.
(cover page, continued)
ADDITIONAL REGISTRANTS
AMERICAN FLANGE & MANUFACTURING CO., INC.
(Exact name of registrant as specified in its charter)
DELAWARE 3412 13-0431355
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
BARZON CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 3412 31-1669482
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
GREAT LAKES CORRUGATED CORP.
(Exact name of registrant as specified in its charter)
OHIO 2650 34-1396481
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
GREIF BROS. CORP. OF OHIO, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 3412 04-3085566
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
GREIF BROS. SERVICE CORP.
(Exact name of registrant as specified in its charter)
DELAWARE 3412 31-1652230
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
GREIF CONTAINERS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 3412 36-3268123
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
GREIF U.S. HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
NEVADA 3412 31-1753837
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
SIRCO SYSTEMS, LLC
(Exact name of registrant as specified in its charter)
DELAWARE 3412 63-1173694
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
SOTERRA LLC
(Exact name of registrant as specified in its charter)
DELAWARE 0811 31-1667714
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
TAINER TRANSPORT, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 4212 31-1298401
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
TREND-PAK, INC.
(Exact name of registrant as specified in its charter)
OHIO 2650 34-1478745
(State or other jurisdiction of (Primary Standard Industrial Classification Code) (I.R.S. Employer Identification No.)
incorporation or organization)
EXPLANATORY NOTE: This Amendment No. 1 to the Form S-4 Registration Statement is
filed to provide for the EDGAR incorporation of the additional registrants
identified in the Registration Statement. On submission of the Form S-4
Registration Statement, the additional registrants were not identified in the
EDGAR submission header. No changes have been made to the disclosure contained
in the Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant has duly caused this Amendment No. 1 to the Registration Statement to
be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Delaware, State of Ohio, on the 7th day of October, 2002.
GREIF BROS. CORPORATION
By: /s/ Michael J. Gasser
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Michael J. Gasser
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
/s/ Michael J. Gasser Date: October 7, 2002
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Michael J. Gasser, Chairman of the Board
of Directors and Chief Executive Officer
(principal executive officer)
/s/ Donald S. Huml Date: October 7, 2002
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Donald S. Huml, Chief Financial
Officer and Secretary (principal financial
officer)
/s/ John K. Dieker Date: October 7, 2002
--------------------------------------------
John K. Dieker, Vice President and
Corporate Controller (principal accounting
officer)
Charles R. Chandler* Date: October 7, 2002
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Charles R. Chandler, Director
Michael H. Dempsey* Date: October 7, 2002
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Michael H. Dempsey, Director
Naomi C. Dempsey* Date: October 7, 2002
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Naomi C. Dempsey, Director
Daniel J. Gunsett* Date: October 7, 2002
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Daniel J. Gunsett, Director
John C. Kane* Date: October 7, 2002
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John C. Kane, Director
[Signatures continued on next page]
Robert C. Macauley* Date: October 7, 2002
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Robert C. Macauley, Director
David J. Olderman* Date: October 7, 2002
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David J. Olderman, Director
William B. Sparks, Jr.* Date: October 7, 2002
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William B. Sparks, Jr., Director
* Signed pursuant to Power of Attorney
/s/ Donald S. Huml Date: October 7, 2002
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Donald S. Huml,
Attorney in Fact
ADDITIONAL REGISTRANTS
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each of the
Additional Registrants has duly caused this Amendment No. 1 to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Delaware, State of Ohio, on the 7th day of October,
2002.
AMERICAN FLANGE & MANUFACTURING CO., INC.
BARZON CORPORATION
GREAT LAKES CORRUGATED CORP.
GREIF BROS. CORP. OF OHIO, INC.
GREIF BROS. SERVICE CORP.
GREIF CONTAINERS, INC.
GREIF U.S. HOLDINGS, INC.
SIRCO SYSTEMS, LLC
SOTERRA LLC
TAINER TRANSPORT, INC.
TREND-PAK, INC.
By: /s/ Michael J. Gasser
--------------------------------------
Michael J. Gasser, Chairman
Pursuant to the requirements of the Securities Act of 1933, this
Amendment No. 1 to the Registration Statement has been duly signed on the 7th
day of October, 2002, by the following persons in the capacities indicated:
/s/ Michael J. Gasser Principal Executive Officer of each
---------------------------------------- of the Additional Registrants and a
director of each of the Additional
Registrants other than Sirco
Systems, LLC and Soterra LLC
/s/ Donald S. Huml Principal Financial and Accounting
---------------------------------------- Officer of each of the Additional
Registrants
/s/ Gary R. Martz Director of each of the Additional
---------------------------------------- Registrants other than Greif U.S.
Holdings, Inc., Sirco Systems, LLC
and Soterra LLC
/s/ William B. Sparks, Jr. Director of each of the Additional
---------------------------------------- Registrants other than Sirco
Systems, LLC and Soterra LLC
GREIF CONTAINERS, INC. Sole member (with no manager) of
Sirco Systems, LLC
By: /s/ Michael J. Gasser
-------------------------------------
Michael J. Gasser, Chairman and
Chief Executive Officer
GREIF BROS. CORPORATION Sole member (with no manager) of
Soterra LLC
By: /s/ Michael J. Gasser
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Michael J. Gasser, Chairman and
Chief Executive Officer