Berry Global Announces Pricing of Offering of First Priority Senior Secured Notes

Berry Global Group, Inc. (NYSE: BERY) (“Berry”), a leading supplier of packaging solutions for consumer goods and industrial products, announced today the pricing of a private placement launched March 27, 2023, by its wholly owned subsidiary, Berry Global, Inc. (the “Issuer”). The Issuer will issue $500,000,000 of its First Priority Senior Secured Notes due 2028 (the “Notes”). The closing of the private placement offering is expected to occur on or about March 30, 2023.

The Notes will bear interest at a rate of 5.50%, payable semiannually, in cash in arrears, on April 15 and October 15 of each year, commencing on October 15, 2023. The Notes will mature on April 15, 2028.

The Notes will be guaranteed by Berry and each of the Issuer’s existing and future direct or indirect domestic subsidiaries that guarantees the Issuer’s senior secured credit facilities and existing first priority secured notes, subject to certain exceptions. The Notes and the guarantees thereof will be unsubordinated obligations of the Issuer and will rank equally in right of payment with all of the Issuer’s, and, in the case of the guarantees, to all of the guarantors’, existing and future unsubordinated debt. The guarantee by Berry will be unsecured. The Notes will be secured on a second priority basis by liens (subject to certain exceptions and permitted liens) on accounts receivable, inventory and certain related assets that secure the Issuer’s revolving credit facility, and on a first priority basis by liens on the property and assets of the Issuer and the subsidiary guarantors that secure the Issuer’s senior secured term loan credit facility, subject to certain exceptions.

The net proceeds from the offering are intended to repurchase certain of the Issuer’s 0.95% First Priority Senior Secured Notes due 2024 validly tendered and accepted for repurchase in the Issuer’s previously announced tender offer (the “Tender Offer”), to prepay a portion of certain existing term loans of the Issuer and to pay certain fees and expenses related to the offering.

The Notes are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States, only to non-U.S. investors pursuant to Regulation S. The Notes have not been registered under the Securities Act or any state or other securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or a transaction not subject to the registration requirements of the Securities Act or any state securities laws.