Berry Global Group, Inc. Announces Proposed Offering of First Priority Senior Secured Notes
May 13 2024 - 9:17AM
Business Wire
Berry Global Group, Inc. (NYSE: BERY) (“Berry”) announced today
that its wholly-owned subsidiary, Berry Global, Inc. (the
“Issuer”), plans to issue a new series of first priority senior
secured notes (the “Notes”).
The net proceeds from the offering are intended to (i)
repurchase the Issuer’s 4.875% First Priority Senior Secured Notes
due 2026 that are validly tendered and accepted for purchase in a
concurrent tender offer, (ii) to pay certain fees and expenses
related to the offering and the concurrent tender offer and (iii)
in the case of the remainder, if any, to fund cash to the Issuer’s
balance sheet which may be used for general corporate purposes
including, among other things, prepayment of the Issuer’s existing
indebtedness.
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 registered under the
Securities Act or any state or other 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 memorandum.
About Berry Global
At Berry Global Group, Inc. (NYSE: BERY), we create innovative
packaging and engineered products 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
X.
Forward Looking
Statements
Certain statements and information in this release that are not
historical may constitute “forward looking statements” 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 our strategy, plans, intentions, or expectations. 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 and other statements that are not historical facts
are forward-looking statements. 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
due to a variety of factors, including without limitation: (1)
risks associated with our substantial indebtedness and debt
service; (2) changes in prices and availability of resin and other
raw materials and our ability to pass on changes in raw material
prices to our customers on a timely basis; (3) risks related to
acquisitions or divestitures and integration of acquired businesses
and their operations, and realization of anticipated cost savings
and synergies; (4) risks related to international business,
including transactional and translational foreign currency exchange
rate risk and the risks of compliance with applicable export
controls, sanctions, anti-corruption laws and regulations; (5)
increases in the cost of compliance with laws and regulations,
including environmental, safety, and climate change laws and
regulations; (6) labor issues, including the potential labor
shortages, shutdowns or strikes, or the failure to renew effective
bargaining agreements; (7) risks related to disruptions in the
overall global economy, persistent inflation, supply chain
disruptions, and the financial markets that may adversely impact
our business; (8) risk of catastrophic loss of one of our key
manufacturing facilities, natural disasters, and other unplanned
business interruptions; (9) risks related to weather-related events
and longer-term climate change patterns; (10) risks related to the
failure of, inadequacy of, or attacks on our information technology
systems and infrastructure; (11) risks that our restructuring
programs may entail greater implementation costs or result in lower
cost savings than anticipated; (12) risks related to future
write-offs of substantial goodwill; (13) risks of competition,
including foreign competition, in our existing and future markets;
(14) risks related to market conditions associated with our share
repurchase program; (15) risks related to market disruptions and
increased market volatility; and (16) the other factors and
uncertainties discussed in the section titled “Risk Factors” in our
Annual Report on Form 10-K filed on November 17, 2023 and
subsequent filings with the Securities and Exchange Commission. We
caution you that 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 for us
to predict new factors, nor can we assess the potential effect of
any new factors on us. Accordingly, readers should not place undue
reliance on those statements. All forward-looking statements are
based upon information available to us on the date hereof. All
forward-looking statements are made only as of the date hereof and
we undertake no 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. (BERY-F)
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version on businesswire.com: https://www.businesswire.com/news/home/20240513884418/en/
Investor Contact: Dustin Stilwell VP, Investor Relations
+1 812.306.2964 ir@berryglobal.com
Global Media Contact: Anna Raben +1 812.492.1387
mediarelations@berryglobal.com
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