Glatfelter Corporation (NYSE: GLT), and Berry Global Group, Inc.
(NYSE: BERY) today announce additional director designees for the
board of directors for the combined company. The new directors will
be appointed and will begin serving as directors effective upon the
closing of the proposed merger of Berry’s Health, Hygiene and
Specialties Global Nonwovens and Films (“HHNF”) business with
Glatfelter. As previously disclosed, upon closing of the
transaction, the combined company will be renamed Magnera
Corporation (“Magnera”).
The Magnera board of directors (“Magnera Board”)
will consist of nine directors, with five directors designated by
Berry, three directors designated by Glatfelter, and the Chief
Executive Officer. As previously announced, at closing, Kevin M.
Fogarty, current Non-Executive Chair of Glatfelter, will continue
in the same role on the Magnera Board and Curtis (Curt) L. Begle,
current President of Berry’s Health, Hygiene and Specialties
Division, will serve as Magnera’s Chief Executive Officer and as a
Director of Magnera. Glatfelter and Berry today announce the
following additional director designees, to also be appointed as of
closing:
- Bruce Brown,
former Chief Technology Officer for Procter & Gamble and
current Director of Glatfelter
- Michael (Mike) S.
Curless, former Chief Investment Officer and Chief
Customer Officer for Prologis
- Thomas M.
Fahnemann, current Director and President and Chief
Executive Officer of Glatfelter
- Samantha (Sam) J.
Marnick, former Chief Operating Officer, President
Commercial for Spirit AeroSystems
- Carl J. (Rick)
Rickertsen, Managing Partner of Pine Creek Partners and
current Director of Berry
- Thomas (Tom) E.
Salmon, former Chief Executive Officer and Chairman of
Berry
Continuing Glatfelter board members were
designated by Glatfelter and the others were designated by Berry.
Under the transaction agreement, there remains one additional
director position for the Magnera Board to be designated by Berry,
which designation will take place at a later time.
As a result of these designations, four of
Glatfelter’s current directors, Kathleen A. Dahlberg, Marie T.
Gallagher, Darrel Hackett and J. Robert Hall will retire from the
Glatfelter board upon closing of the transaction.
“This announcement is a significant step forward
in our process to complete the merger of Glatfelter and Berry’s
HHNF business and operate as one under the new Magnera
name. I am very pleased with the level of expertise,
diverse perspectives, and passion this collective group of
professionals brings to the Magnera Board. Their leadership
and thoughtful contributions will provide tremendous value to our
shareholders, customers and employees,” said Curt Begle, President
of Berry’s Health, Hygiene and Specialties division and incoming
Chief Executive Officer of Magnera.
“As Chair of Glatfelter’s Board of Directors, I
have had the privilege of working alongside a very dedicated and
talented group of directors during my time on the Board. I want to
express my deep appreciation to my fellow directors for their many
contributions and exceptional leadership throughout their tenure,
always focused on prioritizing shareholder interests while
providing trusted oversight to the Glatfelter management team,”
said Kevin Fogarty, current Non-Executive Chair of the Glatfelter
Board and incoming Non-Executive Chair of the Magnera Board.
“Since joining Glatfelter in 2022, I have
greatly appreciated the support and valuable insights provided by
the Glatfelter Board of Directors as our team navigated a very
challenging business environment. Their active engagement has been
instrumental in shaping our strategy and positioning Glatfelter for
long-term success as we prepare for the next chapter in our
history,” stated Thomas Fahnemann, Glatfelter’s President and Chief
Executive Officer.
Additional information about each Magnera director
designee can be found below:
KEVIN M. FOGARTY will serve as
the Non-Executive Chair of Magnera. Fogarty joined
Glatfelter’s Board in 2012 and has served as Glatfelter’s
Non-Executive Chair of the Board since August 2022. He retired as
President, Chief Executive Officer and Director of Kraton
Corporation, Inc. (“Kraton”), a leading global sustainable producer
of specialty polymers and high-value bio-based products, following
its sale to DL Chemical in March 2022. Before joining Kraton
in 2005, Fogarty spent 14 years with the Koch Industries, Inc.
family of companies, where he held a variety of roles, including
President for Polymer and Resins at Invista and President of KoSa’s
Polymer and Intermediaries business. Fogarty serves as
non-executive Chair of the Board of Directors of Ecovyst Inc.
(NYSE: ECVT), a leading integrated and innovative global provider
of specialty catalysts and services. Fogarty is also a director of
OPAL Fuels Inc. (NASDAQ: OPAL), a vertically integrated producer
and distributor of renewable natural gas (RNG). He previously
served on the Board of Directors of the American Chemistry Council
from 2017 through 2022.
Mr. Fogarty has significant experience with
manufacturing, international operations, strategic partnerships,
public company accounting and financial reporting, and new product
development in addition to his experience with strategic planning,
operations, risk management, and corporate governance. He has
more than ten years of experience as a director of public
companies.
CURTIS (CURT) L. BEGLE will
serve as the Chief Executive Officer of Magnera. He is
currently President of the Health, Hygiene and Specialties Division
at Berry Global (NYSE: BERY), one of its four business units. Begle
is now leading a $3.4 billion global business within Berry Global.
Joining in 1999, Begle has spent his entire career with Berry
Global. Rising through various positions of increasing
responsibility in sales and leadership, he served as President of
Berry’s Rigid Closed Top Division from 2009 to 2014 and President
of the Engineered Materials Division from 2014 through 2018. Begle
has served on the Board of Directors and Executive Committee for
the Flexible Packaging Association since 2016 and served as its
Chairperson from 2019 to 2021. Begle is also a committed member of
the Evansville, Indiana community. He is the current Chairman of
the Evansville Regional Economic Partnership, for which he has been
a board member since 2016. He has also been appointed to the
Evansville Promise Neighborhood Sustainability Council. Begle has
served on the Board of Directors for Deaconess Health Systems since
2019. Additionally in 2019, Begle joined the Board of Trustees for
the University of Evansville, his alma mater.
Mr. Begle has extensive and long-tenured
involvement in the consumer packaging and engineered materials
industry. His experience includes leadership of global
commercial, operations, supply chain, human resources, and
innovation.
BRUCE BROWN is a current member
of Glatfelter’s Board, which he joined in 2014. He retired in 2014
from his position as the Chief Technology Officer of Procter &
Gamble, Inc. (“P&G”), a publicly traded consumer goods company.
With 34 years of experience at P&G, Brown’s responsibilities
included leadership for P&G’s Innovation and Technology Program
and Global Research & Development. Globally recognized as an
innovation thought leader, Brown previously served on the Board of
Directors for Nokia Corporation (NYSE: NOK) from 2012 to 2023 and
was the chair of its Personnel Committee. Brown was also a director
of Medpace Holdings, Inc. (Nasdaq: MEDP) from 2016 to 2019.
Mr. Brown is a proven leader in innovation,
global expansion, and organizational leadership development and he
has familiarity with a number of the combined company’s products
and materials. He brings over three decades of
business-building experience to the Board and has more than ten
years of experience as a director of public companies.
MICHAEL (MIKE) S. CURLESS is an
industry veteran in commercial real estate spanning the industrial,
office, retail, healthcare, and data center sectors. From 1995 to
2000 and again from 2010 to 2023, Curless was employed at Prologis,
a top 75 company in the S&P 500 with over 1 billion square feet
in 19 countries. He originally served as the founding market
officer for the Indianapolis and St. Louis operations. He rejoined
Prologis on the executive team as the Global Chief Investment
Officer with additional responsibility for all customer-related
activity. Curless further chaired the Prologis Investment
Committee. In 2019, he served as Prologis’ first Chief Customer
Officer. From 2000 to 2010, Curless was the President and one of
four principals at Lauth Property Group, a privately held, national
construction and development firm. In this role, he had overall
responsibility for operations, development and asset management for
the firm. In his early career, Curless served as an associate with
the Trammell Crow Company and as a financial analyst with General
Electric Company. Curless is a former member of the Young
Presidents’ Organization and is currently active with Indiana
University in multiple capacities. He also serves on the Investment
Committee for Sample Gates Management, LLC and is a director for
the Western Golf Association, specifically focused on development
of Evans Scholar recipients.
Mr. Curless has executive level experience in
both private and public companies at the highest level within the
organizations. He is a proven leader in the international
real estate industry with key experience in corporate strategy,
capital markets, human resources, customer experience, and
corporate transformation.
THOMAS M. FAHNEMANN joined
Glatfelter’s Board in 2022. He has served as Glatfelter’s President
and Chief Executive Officer since August 2022. Since 2017,
Fahnemann has been a member of the Board of Directors and Chair of
the Audit Committee for AustroCel Hallein, a producer of pulp and
bio-energy. From 2010 to 2017, Fahnemann served as the Chief
Executive Officer and Chairman of the Management Board of Semperit
Holding AG, a global manufacturer of industrial polymer products
and solutions. Prior to 2010, he held leadership roles in various
fiber- and chemical-based businesses, including serving as Chief
Executive Officer and Chairman of the Management Board, RHI AG;
Chief Executive Officer and Chairman of the Management Board,
Lenzing AG; and Vice President, General Manager, KoSa (Koch
Industries).
Mr. Fahnemann has significant experience leading
worldwide operations, including international and domestic sales,
marketing, research and development, global supply chain,
information technology, and corporate program management,
overseeing legal and human resource functions, and leading strategy
development.
SAMANTHA (SAM) J. MARNICK
provides operational and business consulting services on strategy,
acquisition targets, contract negotiations, turnarounds/divestures,
supply chain, operations, human capital, and labor relations
issues. Additionally, she provides senior executive coaching. In
her most recent corporate role, she was the Chief Operating
Officer, President Commercial for Spirit AeroSystems (NYSE: SPR), a
global aerostructures supplier with $6B in 2023 revenues and 18,000
employees across US, Europe, and Asia. Before leaving Spirit in
2023, she had primary responsibility for the commercial business
(approximately $5 billion in revenue) and had global corporate
responsibility for operational metrics, make-buy-where, supply
chain, logistics, facilities footprint, and advanced manufacturing.
Prior key functional roles at Spirit included Chief Administrative
Officer and Chief Human Resource Officer. Before joining Spirit in
2006, she spent most of her career in management consulting focused
on human capital, communication, and change management consulting
with Mercer Human Resource Consulting in Europe and the US; Watson
Wyatt Worldwide in the UK; and as a Civil Servant for the UK’s
Department of Health and Social Security. Since 2018, she has
served as a board member for InTrust Bank (privately held) and as
of 2024, as a board member for Latecoere (French, publicly traded).
She also previously served as a board member for the US Chamber
(Non-Profit), and as a Company Trustee (representing Spirit) on the
IAM National Multi Employer Pension Fund.
Ms. Marnick is a high-achieving global leader
with an exceptional career record in P&L operations, human
resources, and communication consulting. Her prior experience
includes executive compensation, global human resources strategy
and transformation, mergers and acquisitions, regulatory
compliance, risk management, supply chain, and
sustainability.
CARL J. (RICK) RICKERTSEN is
currently the managing partner of Pine Creek Partners, a private
equity investment firm based in Washington, D.C., a position he has
held since 2004. He has worked in private equity for over 25 years.
Prior to founding Pine Creek Partners, Rickertsen was Chief
Operating Officer and Managing Partner of Thayer Capital Partners
from 1998 to 2004. Rickertsen was a founding partner of three
Thayer investment funds and is a published author. Currently, he
serves on the following public company boards: Hut8 (NASDAQ:
HUT) since 2024; Berry Global (NYSE: BERY) since
2013; Apollo Diversified Services (NYSE: ADS)
since 2011; and MicroStrategy (NASDAQ: MSTR) since 2002. Rickertsen
previously served on the boards of Noranda Corporation, Convera
Corporation, UAP Holding Corp., and Homeland Security Capital
Corporation.
Mr. Rickertsen is a recognized expert in
management buyouts and mergers. He has further extensive experience
in mergers and acquisitions, capital markets, finance, corporate
strategy, corporate governance, executive compensation, and
regulatory/compliance. He has more than 20 years of
experience as a director of public companies.
THOMAS (TOM) E. SALMON is the
retired Chief Executive Officer and Chairman of Berry Global (NYSE:
BERY), a Fortune 250 company and leading global manufacturer of
rigid, flexible, and nonwoven packaging, protection and adhesive
products with 200+ locations and ~40,000 associates worldwide and
sales of nearly $13 billion. Salmon joined Berry Global in 2007.
During his 16 years at Berry Global, he served in a number of
leadership roles, including President and Chief Operating Officer,
as well as President of its Consumer Packaging, Rigid Closed Top,
and Engineered Materials divisions. Under Salmon’s leadership,
Berry Global became a founding member of the Alliance to End
Plastic Waste, and in 2021, he was appointed as an officer for the
organization. In 2022, Salmon joined the American Chemistry
Council’s Plastics Division Operating Committee leadership team as
the Value Chain Committee Chair. Under his leadership, and through
a number of initiatives and key customer collaborations, Salmon
elevated Berry Global as a sustainability leader with its size,
scale and influence across the value chain in creating a more
circular, low-carbon economy. Before joining Berry Global, Salmon
began his manufacturing career in sales with Honeywell
International, successfully progressing through regional, national,
and global sales management roles, and ultimately becoming General
Manager. After leaving Honeywell, Salmon served as President of
TYCO International Ltd Adhesives and later President of Covalence
Specialty Adhesives LLC. Since 2018, Salmon has served on the Board
of Directors of Old National Bank. He also serves in various
community roles.
Mr. Salmon is an industry leader with extensive
experience in consumer packaging, including global commercial,
operations, and supply chain management. His leadership
experience also extends to corporate strategy, capital markets,
sustainability, executive compensation, transformation, and mergers
and acquisitions. He has over five years’ experience serving
as a public company director.
Cautionary Statement Concerning Forward-Looking
Statements
Statements in this release that are not historical, including
statements relating to the expected timing, completion and effects
of the proposed transaction between Berry Global Group, Inc., a
Delaware corporation (“Berry”), and Glatfelter Corporation, a
Pennsylvania corporation (“Glatfelter” or the “Company”), are
considered “forward-looking” within the meaning of the federal
securities laws and are presented pursuant to the safe harbor
provisions of the 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,” “projects,” “outlook,” “anticipates” or “looking
forward,” or similar expressions that relate to strategy, plans,
intentions, or expectations. All statements relating to estimates
and statements about the expected timing and structure of the
proposed transaction, the ability of the parties to complete the
proposed transaction, benefits of the transaction, including future
financial and operating results, executive and Board transition
considerations, the combined company’s plans, objectives,
expectations and intentions, and other statements that are not
historical facts are forward-looking statements. In addition,
senior management of Berry and Glatfelter, from time to time may
make forward-looking public statements concerning expected future
operations and performance and other developments.
Actual results may differ materially from those that are
expected due to a variety of factors, including, without
limitation: the occurrence of any event, change or other
circumstances that could give rise to the termination of the
proposed transaction; the risk that Glatfelter shareholders may not
approve the transaction proposals; the risk that the necessary
regulatory approvals may not be obtained or may be obtained subject
to conditions that are not anticipated or may be delayed; risks
that any of the other closing conditions to the proposed
transaction may not be satisfied in a timely manner; risks that the
anticipated tax treatment of the proposed transaction is not
obtained; risks related to potential litigation brought in
connection with the proposed transaction; uncertainties as to the
timing of the consummation of the proposed transaction; unexpected
costs, charges or expenses resulting from the proposed transaction;
risks and costs related to the implementation of the separation of
the business, operations and activities that constitute the global
nonwovens and hygiene films business of Berry (the “HHNF Business”)
into Treasure Holdco, Inc., a Delaware corporation and a wholly
owned subsidiary of Berry (“Spinco”), including timing anticipated
to complete the separation; any changes to the configuration of the
businesses included in the separation if implemented; the risk that
the integration of the combined company is more difficult, time
consuming or costly than expected; risks related to financial
community and rating agency perceptions of each of Berry and
Glatfelter and its business, operations, financial condition and
the industry in which they operate; risks related to disruption of
management time from ongoing business operations due to the
proposed transaction; failure to realize the benefits expected from
the proposed transaction; effects of the announcement, pendency, or
completion of the proposed transaction on the ability of the
parties to retain customers and retain and hire key personnel and
maintain relationships with their counterparties, and on their
operating results and businesses generally; and other risk factors
detailed from time to time in Glatfelter’s and Berry’s reports
filed with the Securities and Exchange Commission (“SEC”),
including annual reports on Form 10-K, quarterly reports on Form
10-Q, current reports on Form 8-K, and other documents filed with
the SEC. These risks, as well as other risks associated with the
proposed transaction, will be more fully discussed in the
registration statements, proxy statement/prospectus, and other
documents that will be filed with the SEC in connection with the
proposed transaction. The foregoing list of important factors may
not contain all of the material factors that are important to you.
New factors may emerge from time to time, and it is not possible to
either predict new factors or assess the potential effect of any
such new factors. Accordingly, readers should not place undue
reliance on those statements. All forward-looking statements are
based upon information available as of the date hereof. All
forward-looking statements are made only as of the date hereof and
neither Berry nor Glatfelter undertake any obligation to update or
revise any forward-looking statement as a result of new
information, future events, or otherwise, except as otherwise
required by law.
Additional Information and Where to Find It
This communication may be deemed to be solicitation material in
respect of the proposed transaction between Berry and Glatfelter.
In connection with the proposed transaction, Berry and Glatfelter
intend to file relevant materials with the SEC, including a
registration statement on Form S-4 by Glatfelter that will contain
a proxy statement/prospectus relating to the proposed transaction.
In addition, Spinco expects to file a registration statement in
connection with its separation from Berry. This communication is
not a substitute for the registration statements, proxy
statement/prospectus, or any other document which Berry and/or
Glatfelter may file with the SEC. STOCKHOLDERS OF BERRY AND
GLATFELTER ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE
SEC, INCLUDING THE REGISTRATION STATEMENT AND PROXY
STATEMENT/PROSPECTUS, BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security
holders will be able to obtain copies of the registration
statements and proxy statement/prospectus (when available) as well
as other filings containing information about Berry and Glatfelter,
as well as Spinco, without charge, at the SEC’s website,
www.sec.gov. Copies of documents filed with the SEC by Berry or
Spinco will be made available free of charge on Berry’s investor
relations website at www.ir.berryglobal.com. Copies of documents
filed with the SEC by Glatfelter will be made available free of
charge on Glatfelter's investor relations website at
www.glatfelter.com/investors.
No Offer or Solicitation
This communication is for informational purposes only and is not
intended to and does not constitute an offer to sell, or the
solicitation of an offer to sell, subscribe for or buy, or a
solicitation of any vote or approval in any jurisdiction, nor shall
there be any sale, issuance or transfer of securities in any
jurisdiction in which such offer, sale, or solicitation would be
unlawful, prior to registration or qualification under the
securities laws of any such jurisdiction. No offer or sale of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended, and otherwise in accordance with applicable law.
Participants in Solicitation
Berry and its directors and executive officers, and Glatfelter
and its directors and executive officers, may be deemed to be
participants in the solicitation of proxies from the holders of
Glatfelter common stock and/or the offering of securities in
respect of the proposed transaction. Information about the
directors and executive officers of Berry, including a description
of their direct or indirect interests, by security holdings or
otherwise, is set forth under the caption “Security Ownership of
Beneficial Owners and Management” in the definitive proxy statement
for Berry’s 2024 Annual Meeting of Stockholders, which was filed
with the SEC on January 4, 2024
(www.sec.gov/ixviewer/ix.html?doc=/Archives/edgar/data/0001378992/000110465924001073/tm2325571d6_def14a.htm).
Information about the directors and executive officers of
Glatfelter including a description of their direct or indirect
interests, by security holdings or otherwise, is set forth under
the caption “Security Ownership of Certain Beneficial Owners and
Management” in the proxy statement for Glatfelter's 2024 Annual
Meeting of Shareholders, which was filed with the SEC on March 26,
2024
(www.sec.gov/ix?doc=/Archives/edgar/data/0000041719/000004171924000013/glt-20240322.htm).
In addition, Curt Begle, the current President of Berry’s Health,
Hygiene and Specialties Division, will be appointed as Chief
Executive Officer, James M. Till, the current Executive Vice
President and Controller of Berry, will be appointed as Executive
Vice President, Chief Financial Officer and Treasurer, and Tarun
Manroa, the current Executive Vice President and Chief Strategy
Officer of Berry, will be appointed as Executive Vice President,
Chief Operating Officer, of the combined company. Investors may
obtain additional information regarding the interest of such
participants by reading the proxy statement/prospectus regarding
the proposed transaction when it becomes available.
About Berry
At Berry Global Group, Inc. (NYSE: BERY), we
create innovative packaging solutions that we believe make life
better for people and the planet. We do this every day by
leveraging our unmatched global capabilities, sustainability
leadership, and deep innovation expertise to serve customers of all
sizes around the world. Harnessing the strength in our diversity
and industry-leading talent of over 40,000 global employees across
more than 250 locations, we partner with customers to develop,
design, and manufacture innovative products with an eye toward the
circular economy. The challenges we solve and the innovations we
pioneer benefit our customers at every stage of their journey. For
more information, visit our website, or connect with us on
LinkedIn or Twitter. (BERY-F)
About
Glatfelter
Glatfelter is a leading global supplier of
engineered materials with a strong focus on innovation and
sustainability. The Company’s high-quality, technology-driven,
innovative, and customizable nonwovens solutions can be found in
products that are Enhancing Everyday Life®. These include personal
care and hygiene products, food and beverage filtration, critical
cleaning products, medical and personal protection, packaging
products, as well as home improvement and industrial applications.
Headquartered in Charlotte, NC, the Company’s 2023 revenue was $1.4
billion with approximately 2,980 employees worldwide. Glatfelter’s
operations utilize a variety of manufacturing technologies
including airlaid, wetlaid and spunlace with fifteen manufacturing
sites located in the United States, Canada, Germany, France, Spain,
the United Kingdom, and the Philippines. The Company has sales
offices in all major geographies serving customers under the
Glatfelter and Sontara® brands. Additional information about the
Company may be found on our website at www.glatfelter.com or
connect with us on LinkedIn.
Contacts
Glatfelter Corporation:
Investor
Contact Ramesh
Shettigar
(717)
225-2746 ramesh.shettigar@glatfelter.com
Media ContactEileen L.
Beck(717) 225-2793eileen.beck@glatfelter.com
Berry Global, Inc.:
Investor ContactDustin StilwellVP, Investor
Relations+1 812.306.2964ir@berryglobal.com
Global Media ContactAnna RabenGlobal
Communications Manager +1 (812)
492-1387mediarelations@berryglobal.com
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