O-I Glass, Inc., (the “Company”), announced today that Owens-Brockway Glass Container Inc., a Delaware corporation and an indirect wholly owned subsidiary of the Company (“OB Glass”), has commenced an offer to purchase for cash (the “Tender Offer”) up to a maximum combined aggregate purchase price of USD 250,000,000, excluding accrued and unpaid interest (the “Maximum Tender Amount”) of its outstanding:
- -5.875 percent Senior Notes due 2023 (the “2023 Notes”),
- -6.625 percent Senior Notes due 2027 (the “2027 Notes”)
- -6.375 percent Senior Notes due 2025 (the “6.375% 2025 Notes”) and
- -5.375 percent Senior Notes due 2025 (the “5.375 percent 2025 Notes” and, together with the 2023 Notes, the 2027 Notes and the 6.375 percent 2025 Notes, the “Notes”).
The Notes are guaranteed on a senior basis, jointly and severally, by Owens-Illinois Group, Inc. (“OI Group”) and by certain U.S. domestic subsidiaries of OI Group that are guarantors under OI Group’s senior secured credit facilities (together with OI Group, the “Guarantors”).
In addition, OB Glass will only accept for purchase a maximum aggregate principal amount of USD 150 million of its 2023 Notes (the “2023 Note Cap”) and a maximum aggregate principal amount of USD 100 million of its 2027 Notes (the “2027 Note Cap” and, together with the 2023 Note Cap, the “Series Note Caps”). Subject to the Maximum Tender Amount and the Series Note Caps, the amount of a series of Notes that is purchased in the Tender Offer will be based on the acceptance priority levels for the Notes as set forth in the table below. The Tender Offer is being made on the terms and subject to the conditions set forth in the Offer to Purchase dated February 10, 2022 (the “Offer to Purchase”).
The early tender time is 5:00 p.m., New York City time, on February 24, 2022, unless extended with respect to any series of Notes by OB Glass in its sole discretion (the “Early Tender Time”). The Tender Offer will expire at Midnight (end of day), New York City time, on March 10, 2022, unless extended or earlier terminated (the “Expiration Time”). Holders of the Notes may withdraw their validly tendered Notes at any time prior to 5:00 p.m., New York City time, on February 24, 2022, unless extended. Holders are urged to read the Offer to Purchase carefully before making any decision with respect to the Tender Offer.
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