Amcor and Berry enter into a definitive merger agreement

Amcor (ASX: AMC) and Berry Global Group have entered into a definitive merger agreement, pursuant to which Amcor and Berry will combine in an all-stock transaction.

Amcor said the combination brings together two highly complementary businesses to create a global leader in consumer packaging solutions, with a broader flexible film and converted film offering for customers, a scaled containers and closures business and a unique global healthcare portfolio.

It added the combined company will have better innovation capabilities and scale, and be uniquely positioned to accelerate growth, solve customers’ and consumers’ sustainability needs, unlock portfolio transformation and deliver significant value to both sets of shareholders.

Amcor will maintain its primary listing on the NYSE and its secondary listing on the ASX. The combined entity will be named Amcor plc.

In addition, the companies announced Peter Konieczny will serve as CEO, Graeme Liebelt will serve as chairman and Stephen Sterrett will serve as deputy chairman of Amcor plc.

Konieczny said, “This combination delivers on our strategy to accelerate growth by putting the customer first, elevating the role of sustainability and orienting the portfolio toward faster growing, higher margin categories.

“We will have a more complete and more sustainable product offering, supported by stronger innovation capabilities, global scale and supply chain flexibility. We will help global and local customers grow faster and operate more efficiently with a team of exceptional talent.

“As a result, this combination also drives a step change in annual free cash flow, earnings growth and value creation for our shareholders. I, and the Amcor team, look forward to joining with Berry to accelerate change and real impact for our customers and their consumers.”

Berry CEO Kevin Kwilinski added, “Over the past year, Berry has undergone a significant transformation, completing the spin-off of our HHNF business, enhancing our product mix and optimising our portfolio.

“Our combination with Amcor is a logical next step in our company’s evolution, and it is a testament to our entire team that we’re well positioned to build on this momentum and deliver even more value to our shareholders.

“We expect to better serve customers through a comprehensive and innovative consumer packaging portfolio and a complementary geographic coverage. Importantly, Berry and Amcor have aligned philosophies focused on safety, employee experience, sustainability, innovation, customer intimacy, and functional excellence. We will be better together, and I look forward to all we will achieve as a combined organisation.”

The companies outlined that some of the strategic benefits of this deal include:

  • Strengthening their positions in high-growth, high-value categories, including healthcare, protein, pet food, liquids, beauty and personal care, and food service
  • Delivering greater choice for customers and consumers with a portfolio of unique flexible, container and closure solutions developed using a broader range of recycled materials, next generation lightweighting technologies, reuse and recycle ready capabilities, and differentiated high barrier paper-based formats
  • Enhancing capabilities by leveraging corporate venturing partnerships to access new sustainability solutions (substrates, barrier, fiber and recycling), digital solutions and disruptive ideas in adjacent businesses and technologies
  • Enhancing scale and reach that ensure supply chain resilience
  • Combined revenues of $24 billion and adjusted EBITDA of $4.3 billion, including run-rate synergies, as well as a combined revenue growth above market, accelerating by at least 1 per cent
  • A $650 million benefit from identified cost, growth and financial synergies by end of third year

The closing of the transaction is expected to close in the middle of calendar year 2025 and is subject to shareholder approvals, regulatory approvals, and satisfaction of other customary closing conditions. Upon completion of the transaction, Amcor’s board of directors will expand to 11 directors, four of whom will be nominated by Berry.

Berry shareholders will receive a fixed exchange ratio of 7.25 Amcor shares for each Berry share held upon closing, resulting in Amcor and Berry shareholders owning approximately 63 per cent and 37 per cent of the combined company, respectively. The transaction has received unanimous approval of the boards of directors of both Amcor and Berry and values Berry’s common stock at $73.59 per share.

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