Ball Completes Acquisition of Rexam PLC and Sale of Divestment Business
• Creates world’s largest beverage can manufacturer with complementary plant and customer network
• Generates annual net synergies in excess of $300 million by the end of year three
• Achieves 9 percent after-tax return on invested capital by the end of 2019
• Grows earnings, free cash flow and EVA dollars over time
• Company also completes required sale of divestment business
Ball Corporation today announced the completion of its acquisition of Rexam PLC for approximately $6.1 billion of cash and equity, plus the assumption of approximately $2.4 billion of net debt, making Ball the largest manufacturer of beverage cans in the world. The company also completed the required sale of the divestment business to Ardagh Group, receiving cash proceeds of approximately $3.1 billion at closing.
Ball’s combined global metal beverage business now operates 75 metal beverage manufacturing facilities and joint ventures, as well as various support locations, in North and Central America, Europe and Russia, South America, Asia and the Middle East. The existing metal food, aerosol and aerospace operations further complement the company’s business portfolio. Ball now employs 18,700 people across five continents with pro forma net 2015 sales of approximately $11 billion. The company’s global headquarters will remain in Broomfield, Colorado. The closure of the Rexam headquarters based in London is expected as soon as the relevant functions required to support the combined group have been transferred. It is currently expected that this will be achieved by the end of 2016.
“We’re delighted to move forward together as a leader in the packaging industry, supplying approximately 100 billion innovative, high-quality metal beverage containers from the world’s most efficient manufacturing footprint,” said John A. Hayes, chairman, president and chief executive officer. “We will immediately begin integrating the new business into our global metal beverage operations, maintaining a focus on Ball’s existing Drive for 10 vision, EVA philosophy, balance sheet management, free cash flow generation and capital allocation practices. Through this shared approach, we will drive in excess of $300 million in synergies by the end of the third year of combined operations.”
Scott C. Morrison, senior vice president and chief financial officer, said the company was pleased with the financings it completed in conjunction with the acquisition and, following the deal-related cash outflows, leverage in the range of 4.5 times net debt to comparable EBITDA reflects the mid-year seasonal peak of borrowings, as well as the impact of the acquisition, synergies and net divestiture proceeds.
“Our execution on synergies and combined strong free cash flow will allow us to deleverage rapidly,” he said. “We target our leverage to be in the range of 3.0 times in 2018, at which time we currently expect to re-initiate our share repurchase program.”
“The long journey to today’s announcement only reaffirmed our acquisition rationale,” Hayes concluded. “Our customers’ global reach and product preferences continue to evolve, and Ball’s ability to create long-term value for our stakeholders rests on our ability to serve our customers anytime, anywhere and to ensure that the beverage can remains the package of choice among our customers and consumers. Our goal is quite simple: to make the beverage can the most sustainable package - economically, environmentally and socially - in the beverage supply chain. All of our employees are poised to execute our integration and synergy capture plans. As part of this, we are immediately initiating a 90-day review of the newly acquired business, including costs, capital, supply logistics and balance sheet management among others.”
Ball will announce its second quarter earnings on August 4, 2016, and will provide an update on its progress at that time.
Greenhill & Co. represented Ball Corporation as lead financial advisor; Skadden, Arps, Slate, Meagher & Flom acted as lead legal advisor; and Axinn, Veltrop and Harkrider acted as lead antitrust advisor. Deutsche Bank AG, London Branch and Goldman, Sachs & Co. also represented Ball as financial advisors. Deutsche Bank Securities Inc., Bank of America Merrill Lynch, Goldman Sachs Bank USA, KeyBank National Association, Royal Bank of Scotland PLC and Rabobank assisted with committed financing activities. In addition, Goldman, Sachs & Co. represented Ball as exclusive financial advisor in connection with the sale of the Divestment Business.
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