Glatfelter: Berry and Glatfelter Announce Pricing of Upsized Senior Secured Notes Offering by Berry Subsidiary in Connection with Proposed Merger of Berry's Health, Hygiene and Specialties Global Nonwovens and Films Business with Glatfelter

EVANSVILLE, Ind. and CHARLOTTE, N.C., Oct. 10, 2024 (GLOBE NEWSWIRE) -- Berry Global Group, Inc. (NYSE:BERY) ("Berry") and Glatfelter Corporation (NYSE:GLT) ("Glatfelter") announced today that Treasure Escrow Corporation (the "Issuer"), currently an indirect, wholly owned subsidiary of Berry, priced and upsized its previously announced offering to $800 million aggregate principle amount of its senior secured notes due 2031 (the "Notes").The Notes are being offered by the Issuer in connection with the previously announced merger of Berry's Health, Hygiene and Specialties Global Nonwovens and Films business with Glatfelter, in a Reverse Morris Trust transaction (the "Transaction"). In connection with the closing of the Transaction, the combined company will be renamed Magnera Corporation ("Magnera"), and the obligations of the Issuer under the Notes will be ultimately assumed by Magnera (the "Magnera Assumption"). The Notes are not and will not be obligations of Berry or its wholly owned subsidiary Berry Global, Inc. ("BGI").The size of the offering reflects an increase of $300 million in aggregate principal amount of the Notes from the previously announced offering size of $500 million. The Notes will be issued in lieu of the same amount of debt previously intended to be provided under the new term loan facility to be entered into by Treasure Holdco, Inc. ("Spinco") and to be assumed by Magnera in conjunction with and assuming the closing of the Transaction.The Notes will bear interest at a rate of 7.250% payable semiannually, in cash in arrears, on April 15 and October 15 of each year, commencing on April 15, 2025, and will mature on November 15, 2031.The closing of the offering is expected to be completed on or about October 25, 2024, subject to customary closing conditions.The proceeds from the offering, together with the proceeds of a term loan financing in connection with the Transaction, will be used to fund the cash distribution to BGI in connection with the Transaction, to repay certain existing indebtedness of Glatfelter, and to pay certain fees and expenses. All proceeds of the offering will be deposited into a segregated escrow account, together with any additional amounts necessary to redeem the Notes, until certain escrow release conditions are satisfied substantially concurrently 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.Prior to the date of the Magnera Assumption, the Notes will be the sole obligation of the Issuer, not Berry or any of its subsidiaries other than the Issuer. Following the Magnera Assumption, the Notes and the guarantees thereof will be unsubordinated obligations of Magnera, and each of Magnera's existing and future wholly owned restricted domestic subsidiaries, subject to certain specified exceptions (the "Subsidiary Guarantors"), will be equal in right of payment to all existing and future unsubordinated indebtedness of Magnera and the Subsidiary Guarantors and structurally subordinated to all the liabilities of Magnera's subsidiaries that are not or do not become Subsidiary Guarantors. Following the Magnera Assumption, the Notes and the guarantees thereof will be secured by: (i) a second-priority lien on accounts receivable, inventory, and certain related assets of Magnera and the Subsidiary Guarantors that will secure Magnera's new revolving credit facility on a first-priority basis and Magnera's new term loan facility on a second-priority basis, both anticipated to be established at the closing of the Transaction, and (ii) a first-priority lien on other assets securing Magnera's term loan facility on a first-priority basis and Magnera's revolving credit facility on a second-priority basis, in each case, subject to certain specified exceptions and permitted liens. The Notes will rank pari passu in right of payment, and will be secured on an equal and ratable basis, with Magnera's new term loan facility and Glatfelter's existing 4.750% senior notes due 2029, which are expected to remain outstanding following the closing of the Transaction. Additionally, the Notes will be effectively senior to all of Magnera's and the Subsidiary Guarantors' existing and future indebtedness that is not secured by a lien on the collateral to the extent of the value of the assets securing the Notes.The Notes are being offered in a private offering exempt from registration only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities ...Full story available on Benzinga.com