Berry Plastics wraps tender offer for 9½ notes, will redeem remainder

By Toni Weeks

San Luis Obispo, Calif., May 27 - Berry Plastics Group, Inc. subsidiary Berry Plastics Corp. completed its tender offer and consent solicitation for its $500 million outstanding principal amount of 9½% second-priority senior secured notes due 2018, according to a company news release. The tender offer expired at midnight ET on May 23.

The company said that no additional notes were tendered after the expiration of the consent payment deadline on May 9 at 5 p.m. ET.

As previously reported, Berry Plastics accepted tenders from holders of $419,741,000, or 83.95%,of the notes by the consent payment deadline. It also said it would redeem notes that remained outstanding after the completion of the offer.

Berry Plastics also solicited consents to proposed amendments that would eliminate substantially all of the restrictive covenants, eliminate or modify some events of default and eliminate or modify related provisions contained in the indenture governing the notes.

In order for the proposed amendments to be effective, holders of at least a majority of the outstanding principal amount of notes needed to consent to them, which was satisfied, and the company entered into a supplemental indenture effecting the proposed amendments to the indenture.

As already noted, the company offered $1,052.50 per $1,000 principal amount of notes. This included a consent payment of $30.00 for each note tendered by the May 9 consent date.

Holders also received accrued interest up to but excluding the applicable payment date.

The consummation of the tender offer and the consent solicitation was conditioned upon, among other things, the issuance of enough new second-priority senior secured notes to fund the tender offer and the redemption of the notes. All of the conditions have been met.

The dealer manager and solicitation agent was Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-2147). The information agent was 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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