Sealed Air Corporation (“Sealed Air” or the “Company”) (NYSE:
SEE) today announced that it commenced an offering of senior
unsecured notes due 2027 (the “Notes”). The Notes will be jointly
and severally, and irrevocably and unconditionally, guaranteed on a
senior unsecured basis by each of Sealed Air's existing and future
wholly owned domestic subsidiaries that guarantee its senior
secured credit facilities, subject to release under certain
circumstances. Sealed Air intends to use the net proceeds from the
offering of the Notes, along with cash on hand, to repurchase the
6.50% senior notes due 2020 (the “2020 Notes”) pursuant to the
tender offer commenced by the Company today and satisfy and
discharge all of its outstanding 2020 Notes in accordance with the
terms of the indenture governing the 2020 Notes, and to pay related
premiums, fees and expenses in connection therewith and for general
corporate purposes.
The Notes and related guarantees will be offered only to
qualified institutional buyers under Rule 144A of the Securities
Act of 1933, as amended (the “Securities Act”), and to non-U.S.
persons in transactions outside the United States under Regulation
S of the Securities Act. The Notes have not been registered under
the Securities Act, and, unless so registered, may not be offered
or sold in the United States absent registration or an applicable
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and other
applicable securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the
Notes, in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction.
About Sealed Air
Sealed Air is in business to protect, to solve critical
packaging challenges, and to leave our world better than we found
it. Our portfolio of leading packaging solutions includes Cryovac®
brand food packaging, Sealed Air® brand protective packaging, and
Bubble Wrap® brand packaging, which collectively enable a safer,
more efficient food supply chain and protect valuable goods shipped
around the world. Sealed Air generated $4.7 billion in sales in
2018 and has approximately 15,500 employees who serve customers in
123 countries.
Website Information
We routinely post important information for investors on our
website, sealedair.com, in the Investors section. We use this
website as a means of disclosing material, non-public information
and for complying with our disclosure obligations under Regulation
FD. Accordingly, investors should monitor the Investors section of
our website, in addition to following our press releases, SEC
filings, public conference calls, presentations and webcasts. The
information contained on, or that may be accessed through, our
website is not incorporated by reference into, and is not a part
of, this document.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995 concerning our business, consolidated
financial condition and results of operations. Forward-looking
statements are subject to risks and uncertainties, many of which
are outside our control, which could cause actual results to differ
materially from these statements. Therefore, you should not rely on
any of these forward-looking statements. Forward-looking statements
can be identified by such words as “anticipate,” “believe,” “plan,”
“assume,” “could,” “should,” “estimate,” “expect,” “intend,”
“potential,” “seek,” “predict,” “may,” “will” and similar
references to future periods. All statements other than statements
of historical facts included in this press release regarding our
strategies, prospects, financial condition, operations, costs,
plans and objectives are forward-looking statements. Examples of
forward-looking statements include, among others, statements we
make regarding expected future operating results, expectations
regarding the results of restructuring and other programs,
anticipated levels of capital expenditures and expectations of the
effect on our financial condition of claims, litigation,
environmental costs, contingent liabilities and governmental and
regulatory investigations and proceedings.
The following are important factors that we believe could cause
actual results to differ materially from those in our
forward-looking statements: global economic and political
conditions, currency translation and devaluation effects, changes
in raw material pricing and availability, competitive conditions,
the success of new product offerings, consumer preferences, the
effects of animal and food-related health issues, pandemics,
changes in energy costs, environmental matters, the success of our
restructuring activities, the success of our financial growth,
profitability, cash generation and manufacturing strategies and our
cost reduction and productivity efforts, changes in our credit
ratings, the tax benefit associated with the Settlement agreement
(as defined in our Annual Report on Form 10-K for the fiscal year
ended December 31, 2018) (our "2018 10-K")), regulatory actions and
legal matters, and the other information referenced in Part I, Item
1A, "Risk Factors", of our 2018 10-K as filed with the SEC, and as
revised and updated by our Quarterly Reports on Form 10-Q for the
fiscal quarters ended March 31, 2019, June 30, 2019 and September
30, 2019 and Current Reports on Form 8-K. Any forward-looking
statement made by us is based only on information currently
available to us and speaks only as of the date on which it is made.
We undertake no obligation to publicly update any forward-looking
statement, whether written or oral, that may be made from time to
time, whether as a result of new information, future developments
or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20191112005625/en/
Investor Relations Lori Chaitman
lori.chaitman@sealedair.com 516.458.4455 Media Pam Davis
pam.davis@sealedair.com 980.833.4084
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