Pactiv LLC Commences Tender Offer

For Any and All of Its Outstanding 7.950% Debentures due 2025

LAKE FOREST, Ill., Dec. 01, 2022 (GLOBE NEWSWIRE) -- Pactiv Evergreen Inc. (“PTVE”) announced today that its indirect, wholly-owned subsidiary, Pactiv LLC (“Pactiv”), has commenced a tender offer (the “Tender Offer”) to purchase for cash any and all of Pactiv’s outstanding 7.950% Debentures due 2025 (the “Notes”).

The following table sets forth some of the terms of the Tender Offer:

Title of Notes		CUSIP Number		Principal Amount Outstanding		Consideration(1)(2)
7.950% Debentures due 2025		880394AB7		$276,402,000.00	$970.00

(1) Per $1,000 principal amount of Notes accepted for purchase.
(2) Does not include accrued interest, which will be paid in addition to the Consideration.

The Tender Offer is being made upon and is subject to the terms and conditions set forth in the Offer to Purchase dated December 1, 2022 (the “Offer to Purchase”) and the related Letter of Transmittal and Notice of Guaranteed Delivery (together with the Offer to Purchase, the “Tender Offer Documents”). The Tender Offer will expire at 5:00 p.m., New York City time, on December 7, 2022, unless extended or earlier terminated by Pactiv (such time as may be extended, the “Expiration Date”).

Holders of Notes who validly tender (and do not validly withdraw) their Notes on or prior to the Expiration Date or pursuant to the guaranteed delivery procedures described in the Tender Offer Documents will be eligible to receive $970.00 per $1,000 principal amount of such tendered Notes. In addition, holders of Notes that are validly tendered and accepted for purchase will also receive accrued and unpaid interest to, but not including, the settlement date for the Tender Offer, which is currently expected to be December 8, 2022, the business day following the Expiration Date.

Tendered Notes may be withdrawn at any time prior to the earlier of (i) the Expiration Date and (ii) if the Tender Offer is extended, the 10^th business day after commencement of the Tender Offer. Notes may also be validly withdrawn at any time after the 60^th business day after commencement of the Tender Offer if for any reason the Tender Offer has not been consummated by that date.