Graphic Packaging Announces Pricing of Senior Notes Offering

ATLANTA, Aug. 8, 2016 /PRNewswire/ -- Graphic Packaging International, Inc. ("Graphic Packaging"), a wholly-owned subsidiary of Graphic Packaging Holding Company (NYSE: GPK), announced that it has entered into an agreement to sell $300 million aggregate principal amount of its senior unsecured notes due 2024 (the "Senior Notes") in a registered public offering. The Senior Notes will bear interest at an annual rate of 4.125% and will be issued at par. Graphic Packaging expects to close the offering on August 11, 2016, subject to the satisfaction of customary closing conditions.

The Senior Notes will be guaranteed by Graphic Packaging Holding Company as well as by certain of Graphic Packaging's material domestic subsidiaries which have guaranteed obligations under its senior credit facilities, its existing senior notes due 2021 and its existing senior notes due 2022.

Graphic Packaging estimates that the net proceeds from this offering will be approximately $295.35 million, after deducting the underwriters' discount.  The net proceeds from the offering will be used to repay a portion of the outstanding borrowings under the U.S. Dollar portion of Graphic Packaging's senior secured revolving credit facility under its senior credit facility, and to pay fees and expenses incurred in connection therewith. 

BofA Merrill Lynch, J.P. Morgan, Rabo Securities, SunTrust Robinson Humphrey, Citigroup, TD Securities, and Wells Fargo Securities are acting as joint book-running managers for the offering and Fifth Third Securities, Goldman, Sachs & Co., MUFG, PNC Capital Markets LLC, Regions Securities LLC, SMBC Nikko, and BBVA Securities Inc., are serving as co-managers for the offering.

A shelf registration statement (including a prospectus and prospectus supplement) relating to the offering of the Senior Notes has previously been filed with the Securities and Exchange Commission and has become effective. Before investing, you should read the prospectus, the prospectus supplement and other documents filed with the Securities and Exchange Commission for more complete information about Graphic Packaging and the offering of the Senior Notes. Copies of the prospectus and related prospectus supplement may be obtained by contacting any of the joint book running managers whose contact information is listed below. You may also obtain these documents free of charge by visiting the Securities and Exchange Commission's website at www.sec.gov. 

Joint Book Running Managers: 

BofA Merrill Lynch NC1-004-03-43200 North College Street, 3rd floorCharlotte, NC 28255-0001Attention: Prospectus DepartmentEmail: [email protected]

J.P. Morgan Securities LLC Attention: Broadridge Financial Solutions 1155 Long Island AvenueEdgewood, New York 11717Tel: (866) 803-9204

Rabo Securities USA, Inc.245 Park AvenueNew York, NY 10167

SunTrust Robinson HumphreyAttention: High Yield Syndicate3333 Peachtree Road, 10th FloorAtlanta, GA 30326[email protected]

Citigroupc/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, NY 11717Tel: 1-800-831-9146

TD Securities (USA) LLC31 W. 52nd Street, 2nd FloorNew York, NY 10019Attn: Debt Capital MarketsToll-free: (855) 495-9846

Wells Fargo Securities, LLC550 South Tryon Street 5th FloorCharlotte, NC 2820Attention: High Yield SyndicateTelephone: 1-800-645-3751

This press release does not constitute an offer to sell or the solicitation of an offer to buy the notes, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

About Graphic Packaging International, Inc.

Graphic Packaging International, Inc., a subsidiary of Graphic Packaging Holding Company (NYSE: GPK), headquartered in Atlanta, Georgia, is committed to providing consumer packaging that makes a world of difference. The Company is a leading provider of paper-based packaging solutions for a wide variety of products to food, beverage and other consumer product companies. The Company operates on a global basis, is one of the largest producers of folding cartons in the United States, and holds leading market positions in coated unbleached kraft paperboard and coated-recycled paperboard. The Company's customers include many of the world's most widely recognized companies and brands. Additional information about Graphic Packaging, its business and its products is available on the Company's web site at www.graphicpkg.com.  

Forward-Looking Statements

Any statements of Graphic Packaging Holding Company's expectations in this press release constitute "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Such statements, including but not limited to those regarding the offering and the use of proceeds therefrom, are based on currently available information and are subject to various risks and uncertainties that could cause actual results to differ materially from Graphic Packaging's present expectations.  These risks and uncertainties include, but are not limited to, market conditions affecting the offering.  Undue reliance should not be placed on such forward-looking statements, as such statements speak only as of the date on which they are made and Graphic Packaging undertakes no obligation to update such statements.  Additional information regarding these and other risks is contained in Graphic Packaging Holding Company's filings with the Securities and Exchange Commission.

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SOURCE Graphic Packaging International, Inc.