US' Berry Global & Glatfelter to issue $500 mn senior secured notes

The proceeds from the offering are intended to be used to fund a portion of the cash distribution to Berry Global, a Delaware corporation and wholly-owned subsidiary of Berry, by Treasure Holdco, a Delaware corporation and an indirect, wholly-owned subsidiary of Berry, in respect of the previously announced combination of Berry’s health, hygiene and specialties global nonwovens and films business with Glatfelter, in a Reverse Morris Trust transaction, to repay certain existing indebtedness of Glatfelter and to pay certain fees and expenses. As previously disclosed, upon closing of the transaction, the combined company will be renamed Magnera Corporation (Magnera). The issuance of the Notes would be issued in lieu of the same amount of debt previously intended to be provided under Spinco’s new credit facilities and such debt would be assumed by Magnera, in conjunction with and assuming closing of the transaction.

Unless the transaction is consummated concurrently with the closing of the offering, all proceeds of the offering will be deposited into a segregated escrow account, together with any additional amounts necessary to redeem the notes, until the obligations of the issuer under the notes are ultimately assumed by Magnera, and certain other conditions are satisfied in connection with the consummation of the transaction. Amounts held in the escrow account will be pledged for the benefit of the holders of the notes, pending the release of such funds in connection with the consummation of the transaction.

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-US investors pursuant to Regulation S. The notes have not been and will not be 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.

Fibre2Fashion News Desk (RR)