Berry Global Group, Inc. Prices $500 Million Second Priority Senior Secured Notes Private Offering
January 19 2018 - 4:26PM
Business Wire
Berry Global Group, Inc. (“Berry”) (NYSE: BERY) announced today
the pricing of the private offering launched January 19, 2018 by
its wholly owned subsidiary Berry Global, Inc. (the “Issuer”). The
Issuer will issue $500 million of second priority senior secured
notes due 2026 (the “Notes”). The closing of the private offering
is expected to occur on or about January 26, 2018.
The Notes will bear interest at a rate of 4.500% payable
semiannually, in cash in arrears, on February 15 and August 15 of
each year, commencing August 15, 2018 and will mature on February
15, 2026.
The Notes will be guaranteed by Berry and each of the Issuer’s
existing and future direct or indirect domestic subsidiaries that
guarantee the Issuer’s senior secured credit facilities and
existing second priority senior secured notes, subject to certain
exceptions. The Notes and the guarantees will be senior secured
second priority obligations and will rank senior in right of
payment to all of the Issuer’s, and, in the case of the guarantees,
to all of the guarantors’, existing and future subordinated debt.
The guarantee by Berry will be unsecured. The Notes and the
subsidiary guarantees thereof will be secured on a second-priority
basis, respectively, by liens on the assets of the Issuer and the
subsidiary guarantors that secure Issuer’s obligations under its
senior secured credit facilities, subject to certain
exceptions.
The net proceeds from the offering are intended to be used to
fund the cash consideration due in respect of the acquisition of
all of the equity of Clopay Plastic Products Company, Inc., a
Delaware corporation (the “Clopay Acquisition”), to pay related
fees and expenses and any remainder for general corporate purposes.
The consummation of the Clopay Acquisition is not a condition to
the closing of the offering. If the Clopay Acquisition is not
consummated, Berry intends to use the net proceeds of the offering
to repay debt under its senior secured credit facilities and for
general corporate purposes.
The Notes are being offered only to persons reasonably believed
to be qualified institutional buyers in reliance on Rule 144A under
the Securities Act of 1933, as amended (the “Securities Act”), and
outside the United States, only to non-U.S. investors pursuant to
Regulation S. The Notes have not been and will not be registered
under the Securities Act or any state securities laws and may not
be offered or sold in the United States absent an effective
registration statement or an applicable exemption from registration
requirements or a transaction not subject to the registration
requirements of the Securities Act or any state securities
laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not
constitute an offer, solicitation or sale in any jurisdiction in
which such offering, solicitation or sale would be unlawful. Any
offers of the Notes will be made only by means of a private
offering circular.
About Berry Global
Berry is committed to its mission of ‘Always Advancing to
Protect What’s Important,’ and proudly partners with its customers
to provide them with value-added customized protection solutions.
The Company’s products include engineered materials, non-woven
specialty materials, and consumer packaging. Berry’s world
headquarters is located in Evansville, Indiana. With net sales of
$7.1 billion in fiscal 2017, Berry, a Fortune 500 company, is
listed on the New York Stock Exchange under the ticker symbol
BERY.
Forward Looking Statements
Certain statements and information included in this release may
constitute “forward looking statements” within the meaning of the
Federal Private Securities Litigation Reform Act of 1995. You can
identify forward-looking statements because they contain words such
as “believes,” “expects,” “may,” “will,” “should,” “would,”
“could,” “seeks,” “approximately,” “intends,” “plans,” “estimates,”
“anticipates,” “outlook,” or “looking forward,” or similar
expressions that relate to our strategy, plans or intentions. All
statements we make relating to our estimated and projected
earnings, margins, costs, expenditures, cash flows, growth rates
and financial results or to our expectations regarding future
industry trends are forward-looking statements. Such
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance, or achievements of Berry to be materially different
from any future results, performance, or achievements expressed or
implied in such forward looking statements. Additional discussion
of factors that could cause actual results to differ materially
from management’s projections, forecasts, estimates and
expectations is contained in Berry’s filings with the U.S.
Securities and Exchange Commission (the “SEC”). Berry does not
undertake any obligation to update any forward-looking statements,
or to make any other forward-looking statements, whether as a
result of new information, future events or otherwise. In addition,
we, through our senior management, from time to time make
forward-looking public statements concerning our expected future
operations and performance and other developments. These
forward-looking statements are subject to risks and uncertainties
that may change at any time, and, therefore, our actual results may
differ materially from those that we expected.
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version on businesswire.com: http://www.businesswire.com/news/home/20180119005781/en/
Berry Global Group, Inc.Media Contact:Eva Schmitz,
812-306-2424evaschmitz@berryglobal.comorInvestor
Contact:Dustin Stilwell,
812-306-2964dustinstilwell@berryglobal.com
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