Amcor Limited and Bemis Company combine in US$6.8 billion all-stock transaction

Amcor Limited has acquired Bemis Company in a US$6.8 billion all-stock combination.

Melbourne, Australia and Neenah, Wisconsin – Amcor Limited, and Bemis Company’s respective boards of directors have unanimously approved the definitive agreement in early August, 2018.

Combining these two companies will create a global leader in consumer packaging, with the footprint, scale and capabilities to drive significant value for shareholders, offer customers and employees the most compelling value proposition in the packaging industry and deliver the most sustainable innovations for the environment.

Amcor CEO Ron Delia said the strategic rationale for this combination and the financial benefits were highly compelling for both Amcor and Bemis shareholders.

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“We are convinced this is the right deal at the right time for both companies, and with the right structure for both sets of shareholders to participate in a unique value creation opportunity. Amcor identified flexible packaging in the Americas as a key growth priority and this transaction delivers a step change in that region,” said Delia.

The transaction will be effected at a fixed exchange ratio of 5.1 Amcor shares for each Bemis share, resulting in Amcor and Bemis shareholders owning about 71 per cent and 29 per cent of the combined company, respectively.

This is equivalent to a transaction price of US$57.75 per Bemis share based on Amcor’s closing share price of A$15.28(4) on August 3, 2018. It represents a premium of 25 per cent to Bemis’ closing price of US$46.31 per share as of August 2, 2018(5).

“There are an increasing number of opportunities arising for a leading packaging company to capitalise on shifting consumer needs, an evolving customer landscape and the need to provide responsible packaging solutions that protect the environment, said Delia.

“With this transaction, Amcor will have a stronger value proposition with the scale, breadth and resources to unlock value from these opportunities, for the benefit of our shareholders, customers and employees,” he said.

Amcor and Bemis had many things in common, starting with proud histories that dated back more than 150 years, said Delia.

“Both companies are grounded in strong values, a shared commitment to innovation and value-added consumer packaging, and have talented management teams,” he said.

Bemis president and CEO, William Austen, said the combination of Bemis and Amcor was transformational and all stakeholders would benefit.

“Our shareholders will receive a significant premium in this transaction, reflecting the value we’ve built as an organisation, as well as the opportunity to continue to participate in the upside potential of a more diversified combined company with greater scale and resources. We look forward to working together with Amcor to ensure a seamless integration,” he said.

“Our employees will benefit as part of a larger and more global organisation focused on a commitment to customer service, integrity and supporting strong teams. The combination will enable us to offer global, regional and local customers the most compelling value proposition in the industry through a broader product portfolio, increased product differentiation and enhanced operating capabilities, while leveraging Bemis’ extensive U.S. manufacturing base and strengths in material science and innovation,” said Austen.

After completion of the transaction, Amcor will have a stronger and more differentiated value proposition for global, regional and local customers.

It will have a comprehensive global footprint with more balanced, profitable exposure to emerging markets, and a greater scale to better serve customers in every region.

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