Graham Packaging receives unsolicited proposal from third party for acquisition of all its shares for US$25/share in cash, expects it to lead to proposal superior to pending transaction with Silgan

YORK, Pennsylvania , June 13, 2011 (press release) – Graham Packaging Company Inc. (NYSE:GRM - News) announced today that it has received an unsolicited proposal from a third party to acquire all of the shares of Graham Packaging for $25 per share in cash.

The board of directors of Graham Packaging, upon the recommendation of its special committee, has concluded that this proposal could reasonably be expected to lead to a proposal that is superior to the pending transaction with Silgan Holdings Inc. (Nasdaq:SLGN - News). The proposal is subject to due diligence, amongst other things, and there can be no assurance that the proposal will result in a definitive agreement providing for a transaction that is superior to the pending transaction with Silgan Holdings Inc., or that the terms of any new transaction entered into will be the same as those reflected in the unsolicited proposal. Graham Packaging's board of directors has not changed its recommendation with respect to the pending transaction with Silgan. In the event Graham Packaging's board of directors deems the proposal to be a superior proposal, Graham Packaging is required to provide Silgan with three business days' written notice prior to Graham Packaging's board of directors changing its recommendation with respect to the pending transaction with Silgan, during which period Silgan would have a match right.

About Graham Packaging

Graham Packaging is a leading U.S. supplier of plastic containers for hot-fill juice and juice drinks, sports drinks, drinkable yogurt and smoothies, nutritional supplements, wide-mouth food, dressings, condiments and beers; the leading global supplier of plastic containers for yogurt drinks; a leading supplier of plastic containers for liquid fabric care products, dish care products and hard-surface cleaners; and the leading supplier in the U.S., Canada and Brazil of one-quart/liter plastic motor oil containers. Graham Packaging proforma net sales (after taking into account the acquisition of Liquid Container in September 2010), approximates $2.8 billion. The company employs over 8,300 associates in 15 countries through 97 manufacturing facilities.

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