Monday 11 September 2017 by William Arnold Company updates

Pro-Pac has entered into a Share Sale Agreement to merge with Integrated Packaging Group

  • Pro-Pac has entered into a Share Sale Agreement to merge with Integrated Packaging Group (IPG) for $177.5m
  • The merger will be funded through a combination of $60.0m Pro-Pac shares issued to the vendors, a $54.8m fully underwritten equity raising and $70.0m from a new debt facility
  • The purchase price is subject to customary adjustments for working capital and net debt. In simple terms, it means the seller keeps all the cash and pays off all the debt at the time of sale of the business
  • We believe that IPG’s 7.30% 29 September 2019 bond will therefore likely be repaid on financial close (on 6 November 2017 according to the indicative timetable) at the call price of $102.00. IPG must give a maximum of 30 and minimum of 15 days’ notice to redeem the notes
  • The merger is conditional on various events including: approval for the issue of shares to the vendors; fundraising of $54.8m under the Entitlement Offer; procuring an acceptable warranty & indemnity policy; and the conditions under the debt facility being satisfied

Sources and uses of cash


Source: Company reports


Indicative timetable


Source: Company reports


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