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Reynolds Group to acquire Pactiv Corporation

Reynolds Group Holdings Limited announced an agreement to acquire all of the outstanding stock of Pactiv Corporation. The transaction value is approximately US$6 billion. Under the terms of the agreement, Pactiv shareholders will receive US$33.25 per share (in cash), for a total purchase price of approximately US$4.6 billion. Pactiv is a leading producer of consumer and foodservice packaging products, including the well-known “Hefty” brand of food and trash bags and disposable tableware.

Pactiv’s board of directors unanimously approved the merger agreement and will recommend that Pactiv’s common shareholders approve the transaction. A special meeting of Pactiv’s shareholders will be held as soon as practicable after the preparation and filing of a proxy statement with the Securities and Exchange Commission (SEC) and subsequent mailing to shareholders.

“Pactiv has been a leading performer in its industries since it became publicly held in 1999. We are proud of what we have accomplished, and we are excited to join with Reynolds’ consumer and foodservice businesses to grow and add more capabilities for our customers. All of the Pactiv team takes pride in the fact that we have been able to create the shareholder value released by this transaction, and we are pleased to join a group that is committed to the growth of both its packaging and consumer businesses,” said Richard L. Wambold, Pactiv’s chairman and chief executive officer.

The transaction is expected to close in the fourth quarter of 2010 and is subject to customary regulatory approvals and closing conditions, including the approval of Pactiv’s shareholders.

Reynolds Group expects to finance the purchase price of the acquisition of Pactiv and associated transaction costs, with up to approximately US$5 billion of new indebtedness.

SOURCE: Reynolds Group; Pactiv


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