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Sealed Air Corporation - Tender Offer - Expiration and Results

SEE Announces Expiration and Results of Offer to Purchase 5.125% Senior Notes due 2024 - US81211KAW09 - USU81193AN11


15 NOVEMBER 2023


Full announcements (two) available via Businesswire and Businesswire2


"CHARLOTTE, N.C.--(BUSINESS WIRE)--Sealed Air Corporation (“SEE”) (NYSE: SEE) today announced that its previously announced cash tender offer (the “Tender Offer”) for any and all of its 5.125% senior notes due 2024 (the “Notes”) expired at 5:00 p.m. New York City time, on November 15, 2023 (the “Expiration Date”). According to information provided by Global Bondholder Services Corporation, the Depositary and Information Agent for the Tender Offer, $202,549,000 aggregate principal amount of the Notes, or 47.66% of the aggregate principal amount outstanding, were validly tendered at or prior to the expiration of the Tender Offer and not validly withdrawn. In addition, $872,000 aggregate principal amount of the Notes were tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, dated November 8, 2023 (the “Offer to Purchase”) and remain subject to the applicable delivery requirements under such procedures. The Tender Offer was made pursuant to the Offer to Purchase and the related Notice of Guaranteed Delivery (together with the Offer to Purchase, the “Offer Documents”). The obligation of SEE to accept the Notes tendered and to pay the consideration for the Notes is subject to satisfaction or waiver of certain conditions, which are more fully described in the Offer to Purchase. On November 20, 2023, which is the expected settlement date (the “Settlement Date”) for the Tender Offer, SEE expects to pay for all Notes that have been validly tendered and not validly withdrawn.



Holders of Notes accepted for purchase pursuant to the Tender Offer will receive the previously announced total consideration of $992.97 for each $1,000 principal amount of the Notes plus accrued and unpaid interest on Notes purchased up to, but not including, the Settlement Date. SEE intends to satisfy and discharge any outstanding Notes that are not tendered in the Tender Offer upon the terms and conditions set forth in the indenture governing the Notes."


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SEE Announces the Total Consideration for Its Offer to Purchase 5.125% Notes Due 2024


"CHARLOTTE, N.C.--(BUSINESS WIRE)--Sealed Air Corporation (“SEE”) (NYSE: SEE) today announced the total consideration (the “Total Consideration”) relating to its previously announced cash tender offer (the “Tender Offer”) for any and all of its 5.125% Senior Notes due 2024 (the “Notes”) is $992.97 for each $1,000 principal amount of the Notes validly tendered and not validly withdrawn and accepted for purchase pursuant to the Tender Offer. The Total Consideration was determined in the manner described in the Offer to Purchase, dated November 8, 2023 (the “Offer to Purchase”) by reference to a fixed spread of 50 basis points plus the yield to maturity of 5.336% based on the bid-side price of the reference security (4.500% due November 30, 2024), as quoted on the Bloomberg Bond Trader PX4 page as of 2:00 p.m., New York City time, today. In addition to the Total Consideration, SEE will also pay accrued and unpaid interest on Notes purchased up to, but not including, November 20, 2023, which is the expected settlement date (the “Settlement Date”) of the Tender Offer. For the avoidance of doubt, accrued interest will cease to accrue on the Settlement Date for all Notes accepted for purchase in the Tender Offer, including Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase. The Tender Offer is being made pursuant to the Offer to Purchase and the related Notice of Guaranteed Delivery (together with the Offer to Purchase, the “Offer Documents”).



The Tender Offer will expire today at 5:00 p.m., New York City time, unless extended or earlier terminated by Sealed Air."


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SEE Announces Pricing of Senior Notes


08 NOVEMBER 2023


Full announcements (two) available via Businesswire


"CHARLOTTE, N.C.--(BUSINESS WIRE)--Sealed Air Corporation (“SEE”) (NYSE: SEE) today announced, together with Sealed Air Corporation (US) (together with SEE, the “Issuers”), the pricing of the Issuers’ offering of 7.250% senior notes due 2031 (the “Notes”). The Notes will be jointly and severally, and irrevocably and unconditionally, guaranteed on a senior unsecured basis by each of SEE’s existing and future wholly owned domestic subsidiaries that guarantee its senior secured credit facilities, subject to release under certain circumstances, although, for purposes of this offering, Sealed Air Corporation (US) is a co-issuer and not a guarantor.


The Issuers intend to use the net proceeds from the offering of the Notes, (i) to repurchase any or all of SEE’s outstanding 5.125% senior notes due 2024 (the “2024 Notes”) pursuant to the tender offer commenced by SEE today and to pay related premiums, fees and expenses in connection therewith, and (ii) to the extent of any remaining proceeds after giving effect to the foregoing transaction, for general corporate purposes."


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SEE Announces Cash Tender Offer For Any and All 5.125% Senior Notes Due 2024 - US81211KAW09 - USU81193AN11


08 NOVEMBER 2023


Full announcements (two) available via Businesswire


"CHARLOTTE, N.C.--(BUSINESS WIRE)--Sealed Air Corporation (“SEE”) (NYSE: SEE) today announced that it has commenced a cash tender offer (the “Tender Offer”) for any and all of its outstanding 5.125% Senior Notes due 2024 (the “Notes”). A comprehensive description of the terms of the Tender Offer is included in SEE’s Offer to Purchase, dated November 8, 2023 (the “Offer to Purchase”), and the related Notice of Guaranteed Delivery (the “Notice of Guaranteed Delivery” and, together with the Offer to Purchase, the “Offer Documents”).


The following table summarizes the material pricing terms of the Tender Offer, which is being made upon, and is subject to, the terms and conditions set forth in the Offer Documents."



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****PREVIOUS OFFER BELOW****


 

SEE Announces Total Consideration - Expiration and Results - of Offer to Purchase 4.500% Senior Notes due 2023


31 JANUARY 2023


Full announcements (two) available via Euronext.


"SEE Announces Expiration and Results of Offer to Purchase 4.500% Senior Notes due 2023


CHARLOTTE, N.C., January 27, 2023—Sealed Air Corporation (“Sealed Air”) (NYSE: SEE) today announced that the previously announced cash tender offer (the “Tender Offer”) for any and all of its 4.500% senior notes due 2023 (the “Notes”) expired at 5:00 p.m. New York City time, on January 27, 2023 (the "Expiration Date"). According to information provided by Global Bondholder Services Corporation, the Depositary and Information Agent for the Tender Offer, €233,297,000 aggregate principal amount of the Notes, or 58.32% of the aggregate principal amount outstanding, were validly tendered at or prior to the expiration of the Tender Offer and not validly withdrawn. No Notes were tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, dated January 17, 2023 (the “Offer to Purchase”). The Tender Offer was made pursuant to the Offer to Purchase and the related Notice of Guaranteed Delivery (together with the Offer to Purchase, the “Offer Documents”). The obligation of Sealed Air to accept the Notes tendered and to pay the consideration for the Notes is subject to satisfaction or waiver of certain conditions, which are more fully described in the Offer to Purchase. On February 1, 2023, which is the expected settlement date (the "Settlement Date") for the Tender Offer, Sealed Air expects to pay for all Notes that have been validly tendered and not validly withdrawn. Holders of Notes accepted for purchase pursuant to the Tender Offer will receive the previously announced total consideration of €1,005.60 for each €1,000 principal amount of the Notes plus accrued and unpaid interest on Notes purchased up to, but not including, the Settlement Date. Sealed Air intends to satisfy and discharge any outstanding Notes that are not tendered in the Tender Offer upon the terms and conditions set forth in the indenture governing the Notes."


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"SEE Announces the Total Consideration For Its Offer to Purchase 4.500% Notes Due 2023


CHARLOTTE, N.C., January 27, 2023—Sealed Air Corporation (“Sealed Air”) (NYSE: SEE) today announced the total consideration (the “Total Consideration”) relating to its previously announced cash tender offer (the “Tender Offer”) for any and all of its 4.500% senior notes due 2023 (the “Notes”) is €1,005.60 for each €1,000 principal amount of the Notes validly tendered and not validly withdrawn and accepted for purchase pursuant to the Tender Offer. The Total Consideration was determined in the manner described in the Offer to Purchase, dated January 17, 2023 (the “Offer to Purchase”) by reference to a fixed spread of 50 basis points plus the yield to maturity of 2.479% based on the bid-side price of the reference security (2.00% DBR due August 15, 2023), as quoted on the Bloomberg Bond Trader FIT GE0-1 page as of 2:00 p.m., New York City time, today. In addition to the Total Consideration, Sealed Air will also pay accrued and unpaid interest on Notes purchased up to, but not including, February 1, 2023, which is the expected settlement date (the “Settlement Date”) of the Tender Offer. For the avoidance of doubt, accrued interest will cease to accrue on the Settlement Date for all Notes accepted for purchase in the Tender Offer, including Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase. The Tender Offer was made pursuant to the Offer to Purchase and the related Notice of Guaranteed Delivery (together with the Offer to Purchase, the “Offer Documents”). The Tender Offer will expire today at 5:00 p.m., New York City time, unless extended or earlier terminated by Sealed Air."

 

SEE Announces Cash Tender Offer For Any and All 4.500% Senior Notes Due 2023


17 JANUARY 2023


Full announcement available via BusinessWire.


"CHARLOTTE, N.C.--(BUSINESS WIRE)--Sealed Air Corporation (“Sealed Air”) (NYSE: SEE) today announced that it has commenced a cash tender offer (the “Tender Offer”) for any and all of its outstanding 4.500% Senior Notes due 2023 (the “Notes”). A comprehensive description of the terms of the Tender Offer is included in Sealed Air’s Offer to Purchase, dated January 17, 2023 (the “Offer to Purchase”), and the related Notice of Guaranteed Delivery (the “Notice of Guaranteed Delivery” and, together with the Offer to Purchase, the “Offer Documents”).

The following table summarizes the material pricing terms of the Tender Offer, which is being made upon, and is subject to, the terms and conditions set forth in the Offer Documents."


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"Sealed Air has retained Goldman Sachs & Co. LLC to act as exclusive Dealer Manager. Global Bondholder Services Corporation has been retained to serve as both the depositary and the information agent (the “Depositary and Information Agent”) for the Tender Offer. For additional information regarding the terms of the Tender Offer, please contact: Goldman Sachs & Co. LLC at (800) 828-3182 (toll free) or (212) 902-5962 (collect). Requests for copies of the Offer to Purchase and other related materials should be directed to Global Bondholder Services Corporation at contact@gbsc-usa.com (email), 1-855-654-2014 (U.S. Toll Free), 1-212-430-3774 (Banks and Brokers)."

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