Business News
Graphic Packaging Commences Tender Offer for 8.50% Senior Notes Due 2017
Tuesday 02. June 2009 - Graphic Packaging International, Inc. ("Graphic Packaging"), a subsidiary of Graphic Packaging Holding Company (NYSE: GPK), announced today that it has commenced a cash tender offer for up to $225 million aggregate principal amount of its 8.50% Senior Notes due August 2011, with CUSIP number 38869PAB0 (the "Notes").
The tender offer will expire at 8:00 a.m., New York City time, on Monday, June 29, 2009, unless extended or earlier terminated (the “Expiration Date”). Holders who validly tender their Notes prior to 5:00 p.m., New York City time, on Friday, June 12, 2009, unless such date is extended or earlier terminated, will be entitled to receive $1,021.25, payable in cash, for each $1,000 principal amount of Notes accepted for payment, which amount includes an early tender payment of $30 per $1,000 of Notes accepted for payment. Holders who validly tender their Notes after such time but on or prior to the Expiration Date will receive $991.25 for each $1,000 principal amount of Notes accepted for purchase. Accrued and unpaid interest up to, but not including, the settlement date will be paid in cash on all validly tendered and accepted Notes. The settlement date is expected to be on or about June 29, 2009.
If holders tender more than $225,000,000 aggregate principal amount of the Notes and the Notes are accepted for purchase, the amount of Notes that will be purchased will be prorated based on the aggregate principal amount of Notes validly tendered in the tender offer.
Graphic Packaging intends to finance the tender offer with the net cash proceeds from an offering of $245 million aggregate principal amount of senior notes due 2017. The closing of the tender offer will be conditioned, among other things, on Graphic Packaging having successfully completed this note offering or other financings, all on terms acceptable to Graphic Packaging in its sole discretion. Except in certain circumstances as required by law, Notes tendered may not be withdrawn.
The terms and conditions of the tender offer, including Graphic Packaging’s obligation to accept the Notes tendered and pay the purchase price therefore, are set forth in the Offer to Purchase dated June 1, 2009. Graphic Packaging may amend, extend or, subject to certain conditions, terminate the tender offer.
Graphic Packaging has retained Banc of America Securities LLC as the exclusive dealer manager in connection with the tender offer. Questions regarding the tender offer and requests for documents may be directed to Banc of America Securities LLC, Global Debt Advisory Services, at (888) 292-0070 (U.S. toll-free) and (980) 388-9217 (collect). Copies of the offer to purchase can also be obtained from the information agent, Global Bondholder Services Corporation at (866) 795-2200 (U.S. toll-free) and (212) 430-3774 (collect).
This press release shall not constitute an offer to purchase or a solicitation of an offer to purchase with respect to any securities. Any such offer or solicitation will be made only by means of the Offer to Purchase dated June 1, 2009.