Graphic Packaging Announces Senior Notes Offering
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MARIETTA, Ga., Sept. 15 -- Graphic Packaging International, Inc. ("Graphic Packaging"), a wholly-owned subsidiary of Graphic Packaging Holding Company (NYSE:GPK), announced today that, in connection with its cash tender offer for up to $250.0 million aggregate principal amount of its 9.50% senior subordinated notes due August 2013 ("2013 notes"), it intends to offer, subject to market conditions, $250.0 million aggregate principal amount of Senior Notes due 2018 in a registered public offering.
The Senior Notes will be guaranteed by Graphic Packaging Holding Company and Graphic Packaging Corporation as well as by certain of Graphic Packaging's domestic subsidiaries who have guaranteed its obligations under its senior credit facilities and existing notes.
The net proceeds from the offering, together with cash on hand, will be used solely to refinance, through a tender offer, $250.0 million aggregate principal amount of the 2013 notes. To the extent that there are net proceeds remaining after purchasing any 2013 notes tendered, or if the tender offer is not consummated, Graphic Packaging intends to use the net proceeds from the offering to redeem 2013 notes pursuant to the terms of the indenture governing the 2013 notes.
The offering and sale of the Senior Notes is being made pursuant to a shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission ("SEC") and that has previously been declared effective.
BofA Merrill Lynch, J.P. Morgan Securities LLC, Goldman, Sachs & Co. and Deutsche Bank Securities Inc. are acting as joint book-running managers for the offering of the Senior Notes.
The Senior Notes offering may be made only by means of a preliminary prospectus supplement and the accompanying prospectus. When available, a copy of the preliminary prospectus supplement and accompanying prospectus related to the Senior Notes offering may be obtained from any of the following:
o BofA Merrill Lynch, Attention: Syndicate Department, 4 World Financial
Center, Mail Code: NY3-004-07-09, 250 Vesey Street, 7th Floor, New
York, NY 10080, telephone: 800-294-1322, e-mail:
dg.Prospectus_Distribution@baml.com.
o J.P. Morgan Securities LLC, Attention: Syndicate Desk, 383 Madison
Avenue, New York, NY 10179, telephone: 800-245-8812, email:
prospectus@jpmchase.com
o Goldman, Sachs & Co., Attention: Prospectus Department, 200 West
Street, New York, NY 10282, telephone: 866-471-2526, facsimile:
212-902-9316 or by email: prospectus-ny@ny.email.gs.com
o Deutsche Bank Securities Inc., Attention: Prospectus Department, 60
Wall Street, New York, NY 10005, telephone: 1- 800-503-4611, email:
prospectus.cpdg@db.com
Graphic Packaging has filed a registration statement (including a prospectus and, with regard to the Senior Notes offering, a preliminary prospectus supplement dated September 15, 2010) with the Securities and Exchange Commission for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents Graphic Packaging has filed with the Securities and Exchange Commission for more complete information about Graphic Packaging and the Senior Notes offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, Graphic Packaging, any underwriter or any dealer participating in the Senior Notes offering will arrange to send you the relevant prospectus, when available, if you request it by calling Graphic Packaging's Investor Relations department at (770) 644-3000.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the Senior Notes, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.
About Graphic Packaging International, Inc.
Graphic Packaging International, Inc., a subsidiary of Graphic Packaging Holding Company (NYSE:GPK), headquartered in Marietta, Georgia, is a leading provider of packaging solutions for a wide variety of products to food, beverage and other consumer products companies. The company is one of the largest producers of folding cartons and holds a leading market position in coated-recycled boxboard and specialty bag packaging. The company's customers include some of the most widely recognized companies in the world. Additional information about Graphic Packaging, its business and its products, is available on the company's web site at www.graphicpkg.com.
Source: Graphic Packaging Holding Company
CONTACT:
Brad Ankerholz,
Vice President and Treasurer,
Graphic Packaging Holding Company,
+1-770-644-3000
Web Site: www.graphicpkg.com/
