Berry Plastics gets tenders for 84% of 9½ notes by consent deadline

By Susanna Moon

Chicago, May 12 - Berry Plastics Group, Inc. said subsidiary Berry Plastics Corp. obtained tenders for about 83.95% of its $500 million outstanding principal amount of 9½% second-priority senior secured notes due 2018.

The consent deadline was 5 p.m. ET on May 9. The tender offer will continue until midnight ET on May 23. The offer began on April 28.

The company received more than enough consents to approve the proposed amendments and has entered into a supplemental indenture to the notes indenture, according to a company news release.

As previously announced, the company is soliciting consents to amend the notes to eliminate substantially all of the restrictive covenants, eliminate or modify some events of default and eliminate or modify related provisions.

The company needed consents from holders of at least a majority of the outstanding principal amount of notes.

Holders who tender notes must consent to the proposed amendments, and holders may not deliver consents without tendering the related notes.

The total purchase price is $1,052.50 per $1,000 principal amount of notes tendered by the consent date. The total amount includes a consent payment of $30.00 per $1,000 of notes.

Holders will also receive accrued interest up to but excluding the payment date, which is expected to be May 12 for early tendered notes and May 27 for remaining tenders.

The completion of the tender offer and the consent solicitation is conditioned upon the issuance of new second-priority senior secured notes with enough proceeds to fund the tender offer and the redemption of the notes, if required, the receipt of the consents of holders of at least a majority of the outstanding principal amount of the notes to the proposed amendments and the execution of the supplemental indenture giving effect to the proposed amendments.

Berry Plastics priced $500 million eight-year second priority senior secured notes at par to yield 5½% in a quick-to-market transaction on May 5, as previously reported by Prospect News.

The dealer manager and solicitation agent is Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-2147). The information agent is Global Bondholder Services Corp. (212 430-3774 for brokers and banks; for others, call 866 470-4300).

Berry Plastics makes plastic consumer packaging and engineered materials and is based in Evansville, Ind.

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