BWAY Holding Co. (NYSE: BWY), a North American supplier of general line rigid containers, said that its “go-shop” period has expired without any rival offers to an existing $20 per share takeover agreement with Madison Dearborn Capital Partners. The deal values BWAY at approximately $915 million (including assumed debt). Bank of America Merrill Lynch and Deutsche Bank Securities will provide leveraged financing.
BWAY Holding Company (NYSE: BWY) (the “Company”), a leading North American supplier of general line rigid containers, today announced that the “go-shop” period during which the Company can solicit alternative proposals to its proposed acquisition by a company organized by Madison Dearborn Partners, LLC (“MDP”) has expired. During the go-shop period, the Company was permitted under terms of the merger agreement to initiate, solicit and enter into and maintain discussions or negotiations regarding competing takeover proposals.
During the go-shop period, Goldman, Sachs & Co. (“Goldman Sachs”), the Company’s financial advisor, contacted 35 potential transaction partners at the request and on behalf of the Company, including strategic parties and financial sponsor firms. Of the 35 parties contacted, five entered into confidentiality agreements and reviewed nonpublic information regarding the Company. Despite this solicitation of interest, none of the contacted parties submitted a written acquisition proposal with respect to the Company. Accordingly, the Company has delivered a notice to MDP pursuant to the merger agreement indicating there are no Exempted Persons as defined in the merger agreement.
The Company is continuing to work with MDP to complete the acquisition in a timely manner, subject to satisfaction of the closing conditions set forth in the merger agreement.
About BWAY Holding Company
BWAY Holding Company is a leading North American supplier of general line rigid containers. The Company operates 20 plants (excluding announced plant closures) throughout the United States and Canada serving industry leading customers on a national basis.
About Madison Dearborn Partners LLC
Madison Dearborn Partners, LLC, based in Chicago, is one of the most experienced and successful private equity investment firms in the United States. MDP has raised over $18 billion of capital since its formation in 1992 and has invested in more than 100 companies. MDP invests in businesses across a broad spectrum of industries, including basic industries, communications, consumer, energy and power, financial services, and health care. For more information, please visit the MDP website at www.mdcp.com.