Ranpak Holdings Corp. Announces Expiration and Results of Exchange Offer and Consent Solicitation Relating to Its Warrants
Ranpak Holdings Corp. (NYSE: PACK) (“Ranpak” or the “Company”)
announced today the expiration and results of its previously
announced exchange offer (the “Exchange Offer”) and consent
solicitation (the “Consent Solicitation”) relating to certain of
its outstanding warrants. The Exchange Offer and Consent
Solicitation expired at 11:59 p.m., Eastern Daylight Time, on
September 2, 2020.
Ranpak has been advised that 14,477,507 public warrants
(including 80,889 public warrants tendered through guaranteed
delivery), 5,000,000 forward purchase warrants and 570,744 private
placement warrants, or approximately 99.58% of the outstanding
public warrants, 100% of the outstanding forward purchase warrants
and 100% of the outstanding private placement warrants,
respectively, were validly tendered and not validly withdrawn prior
to the expiration of the Exchange Offer and Consent Solicitation.
Ranpak expects to accept all validly tendered warrants for exchange
and settlement on September 4, 2020.
In addition, pursuant to the Consent Solicitation, the Company
received the approval of approximately 99.58% of the outstanding
public warrants and 100% of the outstanding forward purchase
warrants to the Warrant Amendment, which exceeds the 65% of the
outstanding public warrants and 65% of the outstanding forward
purchase warrants required to effect the Warrant Amendment. The
Warrant Amendment was executed on September 3, 2020.
Evercore Group L.L.C. was the Dealer Manager for the Exchange
Offer and Consent Solicitation.
This press release shall not constitute an offer to sell, or a
solicitation of an offer to buy, the securities described herein
and is also not a solicitation of the related consents. The
exchange offer was made only pursuant to the terms and conditions
of the Prospectus/Offer to Exchange and related letter of
About Ranpak Holdings Corp.
Founded in 1972, Ranpak's goal
was to create the first environmentally responsible system to
effectively protect products during shipment. The development and
improvement of materials, systems and total solution concepts have
earned Ranpak a reputation as an innovative leader in e-commerce
and industrial supply chain solutions. Ranpak is headquartered in
Concord Township, Ohio and has approximately 550
This press release contains “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Although the forward-looking statements in this release
reflect the good faith judgment of management, forward-looking
statements are inherently subject to known and unknown risks and
uncertainties that may cause actual results to be materially
different from those discussed in these forward-looking statements.
Readers are urged to carefully review and consider the various
disclosures made by the Company in the reports filed with the
Securities and Exchange Commission, including the risk factors that
attempt to advise interested parties of the risks that may affect
the Company’s business, financial condition, results of operation
and cash flows. If one or more of these risks or uncertainties
materialize, or if the underlying assumptions prove incorrect, the
Company’s actual results may vary materially from those expected or
projected. Readers are urged not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
release. The Company assumes no obligation to update any
forward-looking statements in order to reflect any event or
circumstance that may arise after the date of this release.
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