Finance

Ball Corporation Concludes Cash Tender Offers of Multi-Billion Dollar Notes

WESTMINSTER, Colo., March 14, 2024 /PRNewswire/ -- The packaging powerhouse Ball Corporation (NYSE: BALL) today declared the finalization of its cash tender offers targeting the complete buyback of two series of its senior notes, one valued at $1,000,000,000 with a 5.25% yield maturing in 2025, and the other valued at $750,000,000 with a 4.875% yield due in 2026. These operations are collectively known as the "Tender Offers," and each offer has been transacted separately as a "Tender Offer."

As we hit the deadline of 5:00 p.m., New York City time, on March 14, 2024, dubbed the "Expiration Time," detailed statements from the tender and information agent, D.F. King & Co., Inc., revealed substantial participation by note holders. This follows the lapse of withdrawal rights at 5:00 p.m., New York City time, on February 28, 2024, at an event known as the "Early Tender Time."

The following is an extensive breakdown of the principal amounts tendered and accepted within each series after the Expiration Time:

| Title of Security | CUSIP Number | Principal Amount Outstanding | Aggregate Principal Amount Tendered at Early Tender Time | Aggregate Principal Amount Tendered at Expiration Time | Total Consideration (per $1,000)⁽²⁾ | Tender Offer Consideration (per $1,000)⁽³⁾ | | ----------------- | ------------ | --------------------------- | ----------------------------------------------------- | ----------------------------------------------------- | -------------------------------------------------------- | ---------------------------------------------------------------------------------- | | 5.25% Senior Notes due 2025 | 058498AT3 | $1,000,000,000 | $804,314,000 | $810,672,000 | $1,000.00 | $970.00 | | 4.875% Senior Notes due 2026 | 058498AV8 | $750,000,000 | $492,907,000 | $494,031,000 | $990.38 | $960.38 |

The figures include $804,314,000 of 2025 Notes and $492,907,000 of 2026 Notes purchased by Ball on the early settlement date of February 29, 2024.

The details outlined state that the "Total Consideration" listed was the amount disbursed for every $1,000 principal of notes rightfully tendered—and not properly withdrawn—before or at the Early Tender Time and welcomed under each Tender Offer. This Total Consideration notably includes an "Early Tender Premium" of $30 per $1,000 principal amount of notes accepted. However, notes tendered subsequent to the Early Tender Time yet prior to the Expiration Time and recognized for purchase received the Total Consideration with the Early Tender Premium deducted, classified as the "Tender Offer Consideration."

Moreover, on top of the Total Consideration or the Tender Offer Consideration, whichever is relevant, all note holders with accepted purchases were also entitled to accrued and unpaid interest. This "Accrued Interest" dated from the last interest payment due date up to but excluding the settling date.

Delving further into the financial intricacies of this move, the Tender Offers were primarily made as per the conditions and guidelines stated in the "Offer to Purchase," which was dated February 14, 2024. This significant document served as a comprehensive guide to the nature of the Tender Offers.

Ball Corporation strategically directed the funding of the Tender Offer Consideration, Accrued Interest, and associated costs and expenses using net cash proceeds from Ball's previously announced sale of its aerospace division.

Moreover, it must be noted that the participation in each Tender Offer ceased at the respective Expiration Time. Payments for the notes tendered beyond the Early Tender Time but before the Expiration Time will be processed soon after the Expiry Time, anticipated to occur on March 15, 2024.

Concisely, Ball confirmed that all preconditions to each Tender Offer have been either fulfilled or rightfully waived away. A thorough explication of the procedures and stipulations of the Tender Offers has been propagated in the Offer to Purchase.

Essential Guidance For Tender Offer Participants

Noteworthy is the advisory that requests for documents regarding the Tender Offers are expertly handled by D.F. King & Co., Inc., fulfilling the roles of tender and information agent. They are reachable at +1 (866) 796-1271 (toll-free) or via email at [email protected]. Further, the intricacies of the Tender Offers were managed by BNP Paribas Securities Corp. and Morgan Stanley & Co. LLC, who assumed functions as dealer managers. Queries regarding Tender Offer conditions could be directed to these managers ([email protected]) for BNP Paribas; Collect: +1 (212) 841-3059, Toll-Free: +1 (888) 210-4358, and ([email protected]) for Morgan Stanley; Collect: +1 (212) 761-1057, Toll-Free: +1 (800) 624-1808.

The News Announcement's Regulatory Context

This revelation serves purely as an informational gesture and by no means constitutes an offer to sell or procure, nor does it invite offers for sale or acquisition, or tender solicitations with respect to the Notes. No such transactions shall be undertaken in any jurisdiction where such activity would stand in defiance of the law. Each Tender Offer has been conducted exclusively pursuant to the Offer to Purchase made accessible to note possessors.

About Ball Corporation

Ball Corporation stands as an innovator and supplier of sustainable aluminum packaging solutions servicing a diverse range of industry sectors that include beverage, personal care, and household products. Post the divestiture of its aerospace segment, Ball employs about 16,000 individuals globally and proclaimed net sales reaching $14.03 billion for the year 2023.

Forward-Looking Statements Warning

This release contains “forward-looking” sentiments reflecting potential future happenings and fiscal outcomes. Such statements are subject to various risks and uncertainties that might cause actual outcomes to veer significantly. Henceforth, undue reliance on these forward-looking statements is not advised. BALL has no intention of updating these public proclamations furthering actual developments or events.

Significant Influences and Risk Factors:

An exhaustive compilation of driving elements and risk considerations influencing Ball's packaging segments and the wider organization can be found in the company's filings with the Securities and Exchange Commission. These include demand oscillations, climate impact, material availability and pricing, competitive landscape shifts, regulatory pressures, and technological advancement. These filings, including Ball's Form 10-K, are accessible both on Ball's website and on the SECURITY AND EXCHANGE COMMISSION's website at www.sec.gov.

The cautionary statement includes discussion points about geopolitical tensions, health emergencies or pandemics, and regulatory changes affecting workplace safety, among other industry-centric and macroeconomic issues. Moreover, senior management turnover, the ability to capitalize on sustainability-related opportunities, managing cyber-threats, litigation, and impact of changing currency rates are also part of the extensive list.

Final Acknowledgement:

Ball Corporation, adhering to its underlying principle of transparency and ethical conduct, concludes this announcement by acknowledging the successful accomplishment of the aforestated Tender Offers and by thanking its investors for their unyielding faith in the company's strategic financial maneuvers.

Conclusion

In summation, Ball Corporation has fulfilled a decisive financial strategy by the consummation of the cash tender offers for its senior notes. As the company leverages the proceeds from the sale of its aerospace division and realigns its financial structure, investors and stakeholders alike remain watchful of Ball's future endeavors in sustainable packaging innovation and market expansion.

Source: Ball Corporation