Mauser Packaging starts exchange offer for 7¼% notes due 2025

Mary-Katherine Stinson

Lexington, Ky., Jan. 25 – Mauser Packaging Solutions Holding Co., formerly known as BWAY, launched an exchange offer aimed at certain eligible holders to exchange any and all $1.35 billion of its outstanding 7¼% notes due 2025 (ISINs: US12429TAE47, USU12214AD13) for newly issued 9¼% senior secured second-lien notes due 2027, according to a press release.

Noteholders who tender their notes for exchange by the early deadline of 5 p.m. ET on Feb. 7 will receive $1,000 in principal amount of new notes per $1,000 principal amount of old notes, which includes an early tender payment of $50 in principal amount of new notes.

Those who tender their notes after the early deadline will receive $950 in principal amount of new notes per $1,000 principal amount of old notes.

Accrued interest will also be paid.

The withdrawal deadline is 5 p.m. ET on Feb. 7.

In conjunction with the exchange offer, Mauser is also soliciting consents to eliminate certain restrictive covenants and events of default in the indenture governing the old notes.

Holders representing a majority of the outstanding principal amount of the old notes must consent to adopt the proposed amendments. Holders who tender their old notes in the exchange offer will be deemed to have submitted consents.

According to the terms of support agreements, holders of about 66% of the outstanding principal amount of old notes have agreed to tender all of their old notes in the offer.

The exchange offer and consent solicitation expire at 11:59 p.m. ET on Feb. 22.

Settlements are expected to occur promptly after the early deadline and after the expiration of the offer.

Interest on the new notes will accrue from the initial settlement date. As a result, the cash payable for accrued interest on any old notes exchanged following the initial settlement date will be reduced by the amount of any pre-issuance interest on the new notes.

The new notes will be secured on a second-priority basis by Mauser's fixed-asset collateral and on a third-priority basis by certain asset-backed loan priority collateral.

The offer is conditioned on the company’s completion of refinancing transactions as well as other conditions.

D.F. King & Co. (800 628-8583, 212 269-5550) is the information and tender agent for the offer.

The offer is only open to institutional buyers under Rule 144A or non-U.S. persons under Rule 902. Documents relating to the offer will only be distributed to eligible holders who complete and return an eligibility document.

Holders of old notes who desire to complete an eligibility form should either visit the website www.dfking.com/mauser or request instructions by sending an email to mauser@dfking.com.

Mauser is an Oak Brook, Ill.-based supplier of rigid packaging products and services.

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