Amcor plc (NYSE: AMCR; ASX: AMC) has announced a solicitation of consents from all registered holders of several series of notes issued by Berry Global, Inc., a wholly-owned subsidiary of Berry Global Group, Inc. The purpose of the consent solicitations is to collect requisite consents for certain proposed amendments to the indentures governing each series of notes.
As part of the proposed amendments, in the event that Amcor, in its sole discretion, provides an unconditional guarantee of the Berry issuer’s payment obligations with respect to a series of notes, the liens on all of the collateral of the Berry issuer granted to secure such series of notes will be released upon request of the Berry issuer, and the guarantee of such series of notes provided by Berry will be automatically released.
The record date for the consent solicitations is 5:00 p.m., New York City time, on February 25, 2025, and the consent solicitations will expire at 5:00 p.m., New York City time, on March 5, 2025, unless extended by Amcor in its sole discretion.
If holders of at least two-thirds (66 2/3%) in aggregate principal amount then outstanding of a series of notes validly deliver consents to the proposed amendments and do not validly revoke such consents prior to the earlier of March 5, 2025, and the consent effective time, and all other conditions have been satisfied or waived by Amcor on or prior to the expiration date, the Berry issuer is expected to enter into a supplemental indenture with the applicable trustee and notes collateral agent for such series of notes, effecting the proposed amendments with respect to such series of notes.
Holders who validly deliver (and do not validly revoke) consents to the proposed amendments will be eligible to receive a cash payment (the “consent payment”) as follows: €2.50 per €1,000 principal amount for the 1.50% first priority senior secured notes due 2027 $2.50 per $1,000 principal amount for the 1.65% first priority senior secured notes due 2027 $2.50 per $1,000 principal amount for the 5.50% first priority senior secured notes due 2028 $2.50 per $1,000 principal amount for the 5.800% first priority senior secured notes due 2031 * $2.50 per $1,000 principal amount for the 5.650% first priority senior secured notes due 2034
Goldman Sachs & Co. LLC and UBS Investment Bank are the lead solicitation agents of the consent solicitations, and BofA Securities, Inc., J.P. Morgan Securities LLC, J.P. Morgan Securities plc, and Mizuho Securities USA LLC are the co-solicitation agents in the consent solicitations.
Amcor generated $13.6 billion in annual sales from operations that span 212 locations in 40 countries in fiscal year 2024. Berry Global Group, Inc. manufactures and supplies non-woven, flexible, and rigid products in consumer and industrial end markets in the United States, Canada, Europe, and internationally. The market has reacted to these announcements by moving the company's shares -0.8% to a price of $71.98. For more information, read the company's full 8-K submission here.
