Slaughter and May is acting for RPC in relation to a £3.34bn recommended competing cash takeover offer by Berry Global Group Inc

08 Mar 2019

Slaughter and May is acting for RPC Group Plc (RPC) in relation to today’s announcement that Berry Global International Holdings Limited (Berry Bidco) and RPC have reached agreement on the terms of a recommended superior cash offer, to be made by Berry Bidco, pursuant to which Berry Bidco will acquire the entire issued and to be issued ordinary share capital of RPC.

This takeover offer is a competing offer and follows the recommended offer for RPC announced on 23 January by funds managed by Apollo Management (the Apollo Offer). Slaughter and May also acted for RPC in relation to that takeover offer. As a result of the Berry competing offer, the Board of RPC has withdrawn its recommendation of the Apollo Offer and is recommending the Berry offer.

The consideration under the Berry offer is 793 pence in cash in respect of each RPC share. This represents a premium of 16.0 per cent. to the Closing Price of 683.6 pence per RPC Share on 7 September 2018 (being the last Business Day prior to the commencement of the Offer Period); an increase of 11 pence to the Apollo Offer of 782.0 pence; and an aggregate value of £3.34bn for RPC’s issued and to be issued share capital.

Contacts

Corporate: Andy Ryde (partner), Paul Mudie (partner), David Plant (associate), Alice Boughton (associate); Competition: Anna Lyle-Smythe (partner). Freshfields is acting for Berry Global.


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