Ball Corporation Ball Announces Completion of Credit Facilities (6633S)

TIDMREX

RNS Number : 6633S

Ball Corporation

21 March 2016

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT AND INVESTORS SHOULD NOT MAKE ANY INVESTMENT DECISION IN RELATION TO THE NEW BALL SHARES EXCEPT ON THE BASIS OF INFORMATION IN THE PROSPECTUS AND THE SCHEME DOCUMENT WHICH ARE PROPOSED TO BE PUBLISHED IN DUE COURSE.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

FOR IMMEDIATE RELEASE

18 March 2016

RECOMMENDED CASH AND SHARE OFFER

FOR

REXAM PLC

BALL UK ACQUISITION LIMITED

a wholly-owned subsidiary of

BALL CORPORATION

Ball Announces Completion of Credit Facilities

On 19 February 2015, the boards of Ball Corporation ("Ball") and Rexam PLC ("Rexam") announced the terms of a recommended cash and share offer (the "Offer") by Ball UK Acquisition Limited ("Bidco"), a wholly-owned subsidiary of Ball, for the entire issued and to be issued share capital of Rexam (the "Offer Announcement").

Ball today announced it has completed the closing of its new revolving and term loan senior secured credit facilities that refinance Ball's revolver and the remainder of the bridge term loan facilities entered into on 19 February 2015.

The new $4.1 billion senior secured credit facilities include a multicurrency revolving facility, and U.S. dollar and Euro term loan facilities that will mature in 2021. The new term loan facilities, together with the bonds issued in December 2015, represent the final portion of permanent financing related to Ball's proposed offer for Rexam.

"These new credit facilities represent attractive financing from a diverse bank syndicate, as well as the flexibility to execute future corporate actions," said Scott C. Morrison, senior vice president and chief financial officer. "Our solid balance sheet and recent financings provide us with a very competitive, long-term capital structure to generate value for our shareholders in 2016 and beyond."

In connection with the closing of the new credit facilities, Ball today filed a Form 8-K with the U.S. Securities and Exchange Commission. The full text of the Form 8-K can be found online at:

https://www.sec.gov/Archives/edgar/data/9389/000110465916106383/0001104659-16-106383-index.htm

Information on Ball

Ball supplies innovative, sustainable packaging solutions for beverage, food and household products customers, as well as aerospace and other technologies and services primarily for the U.S. government. Ball and its subsidiaries employ 15,000 people worldwide and reported 2015 sales of $8.0 billion. For more information, visit www.ball.com.

Enquiries

 
 Ball and Bidco 
 
  John Hayes, Chairman, President 
  and Chief Executive Officer 
 
  Scott Morrison, Senior Vice President 
  and Chief Financial Officer 
 
  Bob Tettero, Vice President, 
  Corporate Planning and Development 
 
  Ann Scott, Vice President, Investor        +1 (303) 469 
  Relations                                  3131 
 Greenhill (Lead financial adviser 
  to Ball) 
 
  David Wyles                                +44 (0) 20 
                                             7198 7400 
  Pieter-Jan Bouten 
 
  Glenn Tilles 
                                             +1 (312) 846 
  Douglas Jackson                            5000

Further Information

This announcement is not intended to and does not constitute or form part of any offer to sell or subscribe for, or any invitation to purchase or subscribe for, or the solicitation of an offer to purchase or otherwise subscribe for any securities, or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise nor shall there be any sale, issuance or transfer of securities of Ball or Rexam in any jurisdiction in contravention of applicable laws. The Offer will be made solely pursuant to the Scheme Document (or in the event that the Offer is to be implemented by means of a Takeover Offer, the Offer Document) which will contain the full terms and conditions of the Offer, including details of how to vote in respect of the Offer. Any vote or response in relation to the Offer should be made solely on the basis of the Scheme Document (or Offer Document, as the case may be).

This announcement does not constitute a prospectus or prospectus equivalent document.

Ball reserves the right to elect in accordance with the Co-operation Agreement (summarised at Section 11 of the Offer Announcement), with the consent of the Panel (where necessary), to implement the Offer by way of a Takeover Offer. In such event, the Takeover Offer will be implemented on substantially the same terms, subject to appropriate amendments, as those which would apply to the Scheme.

Information relating to Rexam Shareholders

Please be aware that addresses, electronic addresses and certain other information provided by Rexam Shareholders, persons with information rights and other relevant persons for the receipt of communications from Rexam may be provided to Ball during the Offer Period as required under Section 4 of Appendix 4 of the Code.

Overseas jurisdictions

The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom (including Restricted Jurisdictions) should inform themselves about, and observe, any applicable legal or regulatory requirements. In particular, the ability of persons who are not resident in the United Kingdom or who are subject to the laws of another jurisdiction to vote their Rexam Ordinary Shares in respect of the Scheme at the Court Meeting, or to execute and deliver Forms of Proxy appointing another to vote at the Court Meeting on their behalf, may be affected by the laws of the relevant jurisdictions in which they are located or to which they are subject. Any failure to comply with applicable legal or regulatory requirements of any jurisdiction may constitute a violation of securities laws in that jurisdiction. This announcement has been prepared for the purpose of complying with English law and the Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of any jurisdiction outside England.

Copies of this announcement and any formal documentation relating to the Offer are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in or into or from any Restricted Jurisdiction or any jurisdiction where to do so would constitute a violation of the laws of such jurisdiction and persons receiving such documents (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or send them in or into or from any Restricted Jurisdiction. Doing so may render invalid any related purported vote in respect of acceptance of the Offer.

If the Offer is implemented by way of a Takeover Offer (unless otherwise permitted by applicable law and regulation), the Takeover Offer may not be made, directly or indirectly, in or into or by use of the mails or any other means or instrumentality (including, without limitation, facsimile, e-mail or other electronic transmission, telex or telephone) of interstate or foreign commerce of, or any facility of a national, state or other securities exchange of any Restricted Jurisdiction and the Offer will not be capable of acceptance by any such use, means, instrumentality or facilities or from within any Restricted Jurisdiction.

Further details in relation to Rexam Shareholders in overseas jurisdictions will be contained in the Scheme Document.

Notice to U.S. investors in Rexam

The Offer relates to the shares of an English company and is being made by means of a scheme of arrangement provided for under Part 26 of the Companies Act. The Offer, implemented by way of a scheme of arrangement is not subject to the tender offer rules or the proxy solicitation rules under the U.S. Exchange Act of 1934, as amended. Accordingly, the Offer is subject to the disclosure requirements and practices applicable to a scheme of arrangement involving a target company in England listed on the London Stock Exchange, which differ from the disclosure requirements of United States tender offer and proxy solicitation rules. If, in the future, Ball exercises its right to implement the Offer by way of a Takeover Offer and determines to extend the Takeover Offer into the United States, the Offer will be made in compliance with applicable United States laws and regulations.

The New Ball Shares to be issued pursuant to the Offer have not been registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. The New Ball Shares to be issued pursuant to the Offer will be issued pursuant to the exemption from registration provided by Section 3(a)(10) under the Securities Act. If, in the future, Ball exercises its right to implement the Offer by way of a Takeover Offer or otherwise in a manner that is not exempt from the registration requirements of the Securities Act, it will file a registration statement with the SEC that will contain a prospectus with respect to the issuance of New Ball Shares. In this event, Rexam Shareholders and holders of Rexam ADRs are urged to read these documents and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information, and such documents will be available free of charge at the U.S. Securities and Exchange Commission's ("SEC") website at www.sec.gov or by directing a request to Ball's contact for enquiries identified above.

(MORE TO FOLLOW) Dow Jones Newswires

March 21, 2016 03:00 ET (07:00 GMT)

Rexam (LSE:REX)
Historical Stock Chart
From Jun 2024 to Jul 2024