Berry Plastics tenders for $335 million 10¾% notes

By Angela McDaniels

Seattle, July 26 - Berry Plastics Corp. has begun a tender offer for the $335 million outstanding of its 10¾% senior subordinated notes due 2012 and a consent solicitation to amend the indenture governing the notes, according to a company news release.

The amendments would eliminate substantially all of the restrictive covenants and certain events of default in the indenture. The company needs consents from holders of a majority of the notes to amend the indenture.

The total consideration per $1,000 principal amount of notes tendered will be calculated based on the present value of the notes' $1,053.75 redemption price on their earliest redemption date of July 15, 2007 plus interest up to that date, discounted using a factor equal to the yield on the price determination date of the 3 5/8% U.S. Treasury note due June 30, 2007 plus a fixed spread of 50 basis points.

Berry Plastics said it expects the price determination date to be 2 p.m. ET on Aug. 7.

The consideration includes a $30.00 consent payment per $1,000 principal amount of notes for noteholders who tender and deliver consent before 5 p.m. ET on Aug. 7, the consent expiration. Noteholders may not tender their notes without delivering consents and vice versa.

All noteholders who tender before midnight ET on Aug. 21, the tender expiration date, will receive accrued interest up to the payment date, which is expected to be Aug. 22.

The tender offer and consent solicitation are subject to the satisfaction of certain conditions, including the receipt of tenders from holders of a majority of the outstanding notes, the consummation of the acquisition of Berry Plastics parent company BPC Holding Corp. by affiliates of the private equity firms Apollo Management, LP and Graham Partners, the execution of a supplemental indenture on or prior to the acceptance date implementing the proposed amendments and the availability of sufficient funds to pay the tender consideration.

The company plans to raise the needed funds through the sale of new notes and with borrowings under its credit facility, according to the release.

MacKenzie Partners, Inc. (212 929-5500 or 800 322-2885) is the information agent, and Deutsche Bank Securities Inc. (212 250-6008) is the dealer manager and solicitation agent.

Berry Plastics is based in Evansville, Ind., where it manufactures rigid plastic packaging containers.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.