Owens-Illinois begins consent solicitation for seven series of notes

By Sarah Lizee

Olympia, Wash., Dec. 4 – Owens-Illinois, Inc. announced that its board of directors authorized the launch of consent solicitations to amend and waive some provisions in the indentures governing the outstanding senior notes issued by some of its subsidiaries.

Wholly owned subsidiaries Owens-Brockway Glass Container Inc. and OI European Group BV began consent bids with respect to proposed amendments and waivers to certain provisions in the indentures governing Owens-Brockway’s $500 million 5% senior notes due 2022, $700 million 5 7/8% senior notes due 2023, $300 million 5 3/8% senior notes due 2025, $300 million 6 3/8% senior notes due 2025, and OI European’s €118 million 4 7/8% senior notes due 2021, $310 million 4% senior notes due 2023 and €725 million 3 1/8% senior notes due 2024.

Holders of notes on Dec. 3 whose consents are received at or prior to 5 p.m. ET on Dec. 11 will be eligible to receive the applicable consent fee of $2.50 per $1,000 of notes or €2.50 per €1,000 of notes.

The company said it is also seeking an amendment to its bank credit agreement.

Owens-Illinois said the purpose of the consent bids and amendment is to facilitate the implementation of a corporate modernization, which if implemented would be expected to be completed by the end of 2019.

The corporate modernization would include the creation of a new holding company, O-I Glass, Inc., which would become the new parent company of Owens-Illinois, replacing it as the public company trading on the New York Stock Exchange, and the automatic conversion of each outstanding share of Owens-Illinois’ common stock into the right to receive a share of common stock of O-I Glass on a one-for-one basis.

Following the reorganization, the old parent company would distribute the capital stock of Owens-Illinois Group, Inc. to O-I Glass, as a result of which Owens-Illinois Group would be a direct wholly owned subsidiary of O-I Glass.

The issuers are soliciting consents to amend and waive certain provisions in the indentures governing the notes in order to facilitate the implementation of the corporate modernization.

Adoption of the proposed amendments and waivers is conditioned upon receipt of valid consents from the holders of at least a majority of notes under each applicable indenture at or prior to the expiration time, 5 p.m. ET on Dec. 11.

Wells Fargo Securities, LLC (866 309-6316 toll free or 704 410-4759 collect) is the solicitation agent and D.F. King & Co. Inc. (866 342-1635, 212 269-5550, +44 20 7920 9700 or oi@dfking.com) is the information and tabulation agent.

Owens-Illinois is a Perrysburg, Ohio-based glass container manufacturer.

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