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Amcor and Berry Global File Joint Proxy, Set February Vote for Merger Approval

Packaging By Victor Sage 3 min read

Amcor plc and Berry Global Group have filed their definitive joint proxy statement with the SEC, marking a key milestone in their planned all-stock merger. Shareholder meetings are scheduled for February 25, 2025, as the companies aim to create a global packaging powerhouse.

  • Definitive joint proxy statement filed with the U.S. SEC
  • Shareholder meetings set for February 25, 2025
  • Transaction expected to deliver $650 million in synergies by year three
  • Combined company to generate over $3 billion in annual cash flow
  • Merger anticipated to boost adjusted cash EPS by over 35%

Milestone Filing Marks Progress in Amcor-Berry Merger

Amcor plc (NYSE: AMCR; ASX: AMC) and Berry Global Group, Inc. (NYSE: BERY) have reached a significant milestone in their previously announced all-stock merger by filing the definitive joint proxy statement with the U.S. Securities and Exchange Commission (SEC) on January 23, 2025. This filing formally initiates the proxy solicitation process and sets the stage for shareholder votes scheduled for February 25, 2025.

The joint proxy statement outlines the terms of the transaction and provides shareholders with critical information regarding the upcoming meetings, voting procedures, and governance implications for the combined entity. Both companies have unanimously recommended the merger, underscoring their confidence in the strategic rationale and expected benefits.

Creating a Global Packaging Leader

The merger aims to unite two complementary packaging businesses to form a global leader in consumer and healthcare packaging solutions. The combined company will leverage a broader portfolio that includes flexible films, containers, closures, and dispensing packaging. This scale is expected to accelerate growth and innovation, particularly in sustainable packaging technologies that address evolving customer and consumer demands.

Amcor and Berry emphasize their shared commitment to sustainability, with a focus on recyclable, reusable, and lightweight packaging solutions incorporating increasing recycled content. The transaction is positioned to enhance their ability to meet the circular economy challenges faced by the packaging industry.

Financial Upside and Synergies

Financially, the merger is projected to generate approximately $650 million in identified cost, growth, and financial synergies by the end of the third year post-closing. This includes around $530 million in annual pre-tax cost synergies, $60 million in financial savings, and $60 million from growth synergies. One-time cash benefits from working capital efficiencies are expected to be offset by integration costs.

The combined entity is forecast to deliver over $3 billion in annual cash flow after interest and tax, before capital expenditures. Importantly, the transaction is expected to increase adjusted cash earnings per share by more than 35%, relative to Amcor’s standalone earnings for the twelve months ended September 30, 2024. This accretion, alongside sustained earnings growth and dividend increases, is anticipated to enhance long-term shareholder value creation from 10-15% to 13-18% per annum.

Next Steps and Market Implications

Following the filing, both Amcor and Berry will hold shareholder meetings on February 25, 2025, to vote on the merger proposal. The transaction remains subject to customary closing conditions, including regulatory approvals and shareholder consent. Completion is targeted for mid-2025 but remains contingent on these factors.

Market participants will be watching closely for the outcome of the shareholder votes and any regulatory developments. The merger promises to reshape the competitive landscape in packaging, potentially setting a new benchmark for scale, innovation, and sustainability in the sector.

Bottom Line?

As Amcor and Berry approach their shareholder votes, the packaging industry braces for a transformative merger with significant financial and strategic implications.

Questions in the middle?

  • Will regulatory approvals proceed smoothly given the scale of the merger?
  • How will the companies integrate operations to realize the projected $650 million in synergies?
  • What impact will the merger have on competition and pricing power in the global packaging market?