PHILADELPHIA, Dec. 19, 2017 /PRNewswire/ -- Crown Holdings,
Inc. (NYSE: CCK), a global leader in consumer packaging, today
announced that it has entered into an agreement to acquire Signode
Industrial Group Holdings (Bermuda) Ltd., a leading global provider of
transit packaging systems and solutions, from The Carlyle Group, in
a cash transaction valued at $3.91
billion subject to customary closing adjustments. The
acquisition, which is subject to review by various competition
authorities, is expected to close during the first quarter of 2018
and to significantly increase free cash flow. Debt financing
has been fully committed in support of the transaction.
With pro forma sales and adjusted EBITDA of $2.3 billion and $384
million, respectively, for the twelve months ended
November 30, 2017, Signode is the
world's leading supplier of transit packaging systems and
solutions, which consist of strap, stretch and protective
packaging consumables and the application equipment and
tooling for each. Based in Glenview, Illinois, Signode's global footprint
includes operations in 40 countries across 6 continents, with sales
to customers in approximately 60 countries.
Commenting on the transaction, Timothy
J. Donahue, President and Chief Executive Officer of Crown,
stated, "With this acquisition, we add a portfolio of premier
transit and protective packaging franchises to our existing metal
packaging business, thereby broadening and diversifying our
customer base and significantly increasing our cash flow.
Signode's products supply critical in-transit protection to high
value, high volume goods across a number of end-markets, including
metals, food and beverage, corrugated, construction and
agriculture, among others. Combined with its highly engineered
equipment and service business, Signode offers full solutions to
meet customers' transit packaging needs. In addition to
its equipment and protective packaging businesses, geographic and
product mix provide a strong platform for value-creating
growth."
Mark Burgess, CEO of Signode,
said, "From the moment we became a stand-alone company, through
three years of operational improvement, product development, and
growth, the Carlyle team has
partnered with us and been fully committed in helping create
tremendous value to our franchise. Signode is excited to join the
Crown team and continue delivering great value add solutions for
our customers."
Citigroup Global Markets Inc. acted as exclusive financial
advisor to Crown and provided committed financing for the
transaction.
Investor Webcast
Crown Holdings will host a webcast today at 11:00 am EST. All interested parties are invited
to listen to the call live via Crown's internet site at
www.crowncork.com by clicking on the "For Investors" tab. A copy of
the presentation slides will also be posted to the Company's
internet site. A replay of the webcast will be available
approximately two hours after the call. Participants who wish to
participate in the webcast via teleconference may dial (312)
470-7385 or toll-free (888) 997-9857 and the access password is
"packaging." An audio-only replay will be available for a one-week
period ending at midnight on December 26. The telephone
numbers for the replay are (203) 369-1436 or toll-free (866)
465-2119.
About Crown Holdings, Inc.
Crown Holdings, Inc., through its subsidiaries, is a leading
supplier of packaging products to consumer marketing companies
around the world. World headquarters are located in Philadelphia, PA. For more information, visit
www.crowncork.com.
About The Carlyle Group
The Carlyle Group (NASDAQ: CG) is a global alternative asset
manager with $174 billion of assets
under management across 306 investment vehicles as of September 30, 2017. Carlyle's purpose is to invest wisely and
create value on behalf of its investors, many of whom are public
pensions. Carlyle invests across
four segments – Corporate Private Equity, Real Assets, Global
Market Strategies and Investment Solutions – in Africa, Asia,
Australia, Europe, the Middle
East, North America and
South America. Carlyle has expertise in various industries,
including: aerospace, defense & government services, consumer
& retail, energy & power, financial services, healthcare,
industrial, infrastructure, real estate, technology & business
services, telecommunications & media and transportation.
Carlyle employs more than 1,550
people in 31 offices across six continents. www.carlyle.com
Cautionary Note Regarding Forward-Looking Statements
Except for historical information, all other information in this
press release consists of forward-looking statements. These
forward-looking statements involve a number of risks, uncertainties
and other factors, including the Company's ability to close the
transaction in the first quarter of 2018, or at all; whether the
transaction will be approved by the competition authorities in
relevant jurisdictions; whether the transaction will be
accretive to the Company's cash flow; whether the combination
of the Company and Signode will provide a platform for growth;
whether Signode's results will be consistent with its prior
performance; and whether the operations of Signode can be
successfully integrated into the Company's operations.
Important factors that could cause the statements made in this
press release or the actual results of operations or financial
condition of Crown to differ are discussed under the caption
"Forward Looking Statements" in Crown's Form 10-K Annual Report for
the year ended December 31, 2016 and
in subsequent filings made prior to or after the date hereof.
Crown does not intend to review or revise any particular
forward-looking statement in light of future events.
For more information, contact:
Thomas A. Kelly, Senior Vice
President and Chief Financial Officer, (215) 698-5341, or
Thomas T. Fischer, Vice President
Investor Relations and Corporate Affairs (215) 552-3720
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SOURCE Crown Holdings, Inc.