Sonoco Products Company (SON) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition creates the world's leading metal food can and aerosol packaging platform, expanding scale, innovation, and customer service across global markets.

• Advances portfolio transformation strategy, reallocating capital to core businesses and accelerating shift toward stable, consumer-oriented end-markets.

• Eviosys brings a strong European presence, well-invested assets, and award-winning sustainable innovations, complementing existing offerings.

• Pro forma company will be the top global manufacturer in its segment, significantly expanding customer relationships and product offerings.

• Both companies share similar values and cultures, supporting smooth integration.

Financial terms and conditions

• Transaction valued at $3.9 billion (€3.615 billion) on a cash-free, debt-free basis, representing a 7.3x multiple of 2024 expected Adjusted EBITDA including synergies.

• Eviosys estimated 2024 adjusted EBITDA is $430 million; acquisition expected to be immediately accretive to Adjusted EPS and over 25% accretive in 2025.

• Financing includes $2.7 billion in bonds, $700 million in term loan (to be repaid via divestitures), $500 million in equity, and a $4 billion bridge facility.

• KPS to participate in the equity offering under certain circumstances; pro forma net leverage expected at 3.6x post-close, targeting below 3x within 24 months, supported by $1 billion in planned divestitures.

• Pro forma revenues expected to increase over 35% to $9.2 billion, with 2024 synergy-adjusted EBITDA of $1.6 billion (17% margin).

Synergies and expected cost savings

• Over $100 million in annual EBITDA synergies expected within two years, mainly from procurement, supply chain, manufacturing optimization, and SG&A efficiencies.

• Majority of synergies expected in the first year, with the remainder realized within 24 months.

• Procurement and supply chain benefits constitute over 50% of total synergies.

• Additional opportunities from commercial, innovation, and manufacturing improvements.

• Integration leverages learnings from prior acquisitions, with low-cost synergy realization profile.