Berry Global Announces Pricing of Offering of First Priority Senior Secured Notes

Berry Global Group, Inc. (NYSE: BERY) (“Berry”), a leading supplier of packaging solutions for consumer goods and industrial products, announced today the pricing of a private placement launched May 13, 2024, by its wholly owned subsidiary, Berry Global, Inc. (the “Issuer”). The Issuer will issue $800,000,000 of its First Priority Senior Secured Notes due 2031 (the “Notes”). The closing of the private placement offering is expected to occur on or about May 28, 2024, subject to the satisfaction of customary closing conditions.

The Notes will bear interest at a rate of 5.800%, payable semiannually, in cash in arrears, on June 15 and December 15 of each year, commencing on December 15, 2024. The Notes will mature on June 15, 2031.

The Notes will be guaranteed by Berry and each of the Issuer’s existing and future direct or indirect domestic subsidiaries that guarantees the Issuer’s senior secured credit facilities and existing first priority secured notes, subject to certain exceptions. The Notes and the guarantees thereof will be unsubordinated obligations of the Issuer and will rank equally in right of payment with all of the Issuer’s, and, in the case of the guarantees, to all of the guarantors’, existing and future unsubordinated debt. The guarantee by Berry will be unsecured. The Notes will be secured on a second priority basis by liens (subject to certain exceptions and permitted liens) on accounts receivable, inventory and certain related assets that secure the Issuer’s revolving credit facility, and on a first priority basis by liens on the property and assets of the Issuer and the subsidiary guarantors that secure the Issuer’s senior secured term loan credit facility, subject to certain exceptions.

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.