Reynolds Group Holdings Limited (“Reynolds Group”) recently announced it has entered into a merger agreement to acquire all of the outstanding shares of Graham Packaging Company Inc. Reynolds Group will pay $25.50 in cash per share (from $25.00 per share) in consideration for Graham agreeing to materially shorten the time period after which Reynolds Group could terminate the agreement if Graham’s controlling stockholders failed to approve the merger by written consent.

As part of the transaction, Reynolds Group intends to repay Graham’s existing credit facilities. Reynolds Group has not made a decision as to whether it will retire Graham’s existing senior unsecured notes and senior subordinated notes. Graham will be required to make a change of control offer.

The transaction is expected to close in the second half of 2011.

Reynolds Group Holdings Limited
(847) 482-2409

Graham Packaging Company Inc.
(717) 849-8500