Crown Holdings, Inc. (NYSE:CCK) signed an agreement to acquire Signode Industrial Group LLC from The Carlyle Group L.P. (NasdaqGS:CG) in a transaction valued at $3.9 billion in cash on December 19, 2017. The consideration is subject to adjustments. Citigroup Global Markets Inc. provided committed debt financing of $4 billion for the transaction. The borrowing of up to an additional $4 billion of term loans would mature on the seventh anniversary of the closing date. Crown Holdings expects to fund the balance of the purchase price through available cash on hand, additional borrowings under the Crown Holdings' existing senior secured credit agreement or through other means and may seek alternative forms of financing in addition to or in lieu of the financing commitments. Crown Holdings, Inc. intends to offer aggregate principal amounts of senior unsecured notes of $522.5 million due 2023 and $350.1 million due 2026 issued by Crown Holdings, Inc. subsidiary Crown European Holdings, and $875 million due 2026 issued by Crown Holdings, Inc. subsidiaries Crown Americas LLC and Crown Americas Capital Corp. VI, subject to market conditions. On completion, Signode will become a wholly-owned subsidiary of Crown Holdings. Signode Industrial Group had revenue of $2.3 billion and adjusted EBITDA of $384 million for the twelve months ended November 30, 2017.

The acquisition is subject to review by various competition authorities and regulatory approvals, approval by the shareholders of Signode, termination of consulting agreement and the termination of Director services agreement. Deal is also subject to approval from European Commission. The closing is not subject to a financing or funding condition. As of December 26, 2017, Board of Signode approved the transaction and the Board of Crown Holdings unanimously approved the transaction. As of January 16, 2018, Early Termination Notice was received from Federal Trade Commission. As of February 12, 2018, deal was approved by Competition Commission of India. As of march 6, 2018, European Commission has approved the transaction. The closing shall not occur prior to the earlier of May 1, 2018 and one business day following the end of the marketing period. The transaction is accretive to earnings.

Citigroup Global Markets Inc. acted as exclusive financial advisor to Crown Holdings. Bill Lawlor, Ian Hartman, Sarah B. Gelb, Abbi Cohen, Gary Green, John Ix, Michael Darby, Nick Carroll, Ken Winterbottom, Virginia Hansen, Colleen Mallick, Angelina Liang, Ed Lemanowicz, George Davis, David Jones, Young Eun Lee, Michael Binko, Michael Weiner, Jill Ross, Alan Berkowitz, Ian Downes, Joshua Rawson, Violetta Kokolus, Noah Shier, Jeremy Zucker, Darshak Dholakia, Francois Quintard-Morenas and Tharuni Jayaraman of Dechert LLP and Baker & Hostetler LLP, Greenwoods and Herbert Smith Freehills Pty Ltd, Appleby, Tozzini, Freire, Teixeira e Silva Advogados Ltda, VBR Dr. Paffen Schreiber und Partner mbB, Mazanti Andersen Korso Jensen & Partner, Merilampi Oy, Veritas Legal, Nishimura & Asahi, Anjarwalla and Khanna Advocates, Basham Parker LLP, NautaDutilh N.V., Bell Gully, Cechova & Partners, Lee & Ko, Advokatfirman Vinge KB, Legis Rechtsanwalte AG, Chandler and Thong-Ek Law Offices Limited and Derman Ortak Avukat Burosu acted as legal advisors for Crown Holdings. Daniel J. Michaels, Timothy P. FitzSimons and Jeffrey D. Symons of Jones Day acted as legal advisors The Carlyle Group. Steven Wesfield, Jennifer Bishop, Eric Dufour, John Campbell, Dirk Van De Kamer and Tammy Farber of Miller Thomson acted as legal advisors to Carlyle. Daniel Hasler and Marie Jenny of Homburger AG acted as legal advisors to Crown Holdings.Conyers Dill & Pearman of JPMorgan Chase & Co. (NYSE:JPM) acted as financial advisor for Signode Industrial Group. D.F. King & Co., Inc. acted as Information agent to Crown Holdings, Inc. and shall be paid a fee of $0.01 million.

Crown Holdings, Inc. (NYSE:CCK) completed the acquisition of Signode Industrial Group LLC from The Carlyle Group L.P. (NasdaqGS:CG) on April 3, 2018.