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NEWS RELEASE

Release Date: June 28, 2006

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JPMorgan Partners Announces Sale of Berry Plastics


JPMP Portfolio Company, Berry Plastics, to be Acquired by Private Equity Firms Apollo Management, L.P. and Graham Partners in Partnership with Senior Management

June 28, 2006 – JPMorgan Partners (JPMP) announced today that it has signed a definitive agreement to sell BPC Holding Corporation (parent of Berry Plastics Corporation) to the private equity firms Apollo Management, L.P. and Graham Partners (a private equity firm sponsored by the Graham family and together with Apollo, the “Sponsors”) for an enterprise value of $2.25 billion in aggregate consideration. The transaction is subject to regulatory approval and other customary closing conditions. The parties expect to complete the transaction by the end of the third quarter. Following the transaction, Apollo will own a majority of Berry’s common stock.

Mat Lori, Partner at JPMP, said, “JPMP has been an investor in and a partner with Berry Plastics for a number of years and we believe the business will continue to grow with its new partners as it has with us. We wish Ira Boots and the rest of his management team continued success with Berry as it enters into its next stage in its development.”

Joe Gleberman, Managing Director at Goldman Sachs Capital Partners, said, “We have enjoyed our partnership with the management of Berry and are confident they will continue to do a great job serving their customers and building the company in partnership with Apollo and Graham Partners.”

“We are very excited to be purchasing Berry Plastics which we believe is a true franchise business and one of the best positioned, highest margin specialty packaging businesses in the industry,” said Joshua Harris, a founding partner of Apollo Management. “We are particularly pleased to be partnering with Ira Boots and the management team of Berry, which is among the strongest we’ve encountered in the packaging or any other industry. We look forward to continuing to successfully implement Berry’s proven growth strategy in the years to come.”

“The Graham Group is very pleased to partner with Apollo and the outstanding management team Ira Boots has assembled at Berry in the acquisition of the Company,” said Steve Graham, Senior Managing Principal at Graham Partners. “We believe Berry offers an ideal platform to capitalize on the abundant growth opportunities in the rigid plastic packaging industry.”

Mr. Ira Boots will remain President and Chief Executive Officer and the existing senior management team will continue to lead Berry Plastics following the transaction. “This is a tremendous opportunity for our business and employees to have an opportunity to partner with Apollo and Graham Partners in the next phase of Berry’s evolution,” said Mr. Boots. “We have successfully executed our business strategy over the last few years thanks to tireless work by our employees and loyal support from our customers. We look forward to working with our new owners to continue to build Berry into one of the strongest specialty plastic packaging companies in the world.”

Berry Plastics is a leading manufacturer and marketer of rigid plastic packaging products. Berry Plastics provides a wide range of rigid open top and rigid closed top packaging as well as comprehensive packaging solutions to over 12,000 customers, ranging from large multinational corporations to small local businesses. In the fiscal year ended December 31, 2005, the company had pro forma annual sales of $1.3 billion. Based in Evansville, Indiana, the company has 25 manufacturing facilities worldwide and more than 6,800 employees.

Goldman, Sachs & Co. and JPMorgan served as financial advisors to Berry Plastics on this transaction.

Certain statements and information included in this release may constitute “forward looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of Berry Plastics to be materially different from any future results, performance, or achievements expressed or implied in such forward looking statements. Additional discussion of factors that could cause actual results to differ materially from management's projections, forecasts, estimates and expectations is contained in the companies' SEC filings. The companies do not undertake any obligation to update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

About JPMorgan Partners:

J.P. Morgan Partners, LLC is a leading private equity firm with approximately $9 billion in capital under management as of March 31, 2006. Since its inception in 1984, JPMP has invested over $16 billion worldwide in consumer, media, energy, industrial, financial services, healthcare, hardware and software companies. With more than 75 investment professionals in five principal offices throughout the world, JPMP is an experienced investor in companies with worldwide operations.

Selected investments include: AMC Entertainment, Cabela’s, Grupo Corporativo ONO, Hanley Wood, Harbor Point Re, PQ Corporation, Quiznos Sub, SafetyKleen Europe, Vetco International and Warner Chilcott.

As previously announced, the JPMP team will become independent from JPMorgan Chase later in 2006 and will establish two separate, more highly focused platforms. The buyout/growth equity professionals are forming a new firm, CCMP Capital Associates, LLC, which will focus exclusively on lead buyout and growth equity investments primarily in its six targeted industry sectors in the U.S. and Europe. The venture team is forming a new firm, Panorama Capital, LLC, and will continue to focus on technology and life sciences investments. JPMP Asia, now known as CCMP Capital Asia, closed a new fund in 2005. It continues to invest in the Asia/Pacific region and will maintain its affiliation with the buyout professionals of CCMP Capital.

JPMP is a private equity division of JPMorgan Chase & Co. (NYSE: JPM), one of the largest financial institutions in the United States, and is a registered investment adviser with the Securities and Exchange Commission.


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The historical information presented may reflect the activities of the professionals of CCMP Capital Advisors, LLC (together with its affiliates, “CCMP Capital”) while they were members of J.P. Morgan Partners, LLC ("JPMP"), a private equity division of JPMorgan Chase & Co. prior to CCMP Capital's commencing operations. Nothing contained herein constitutes an offer to sell or a solicitation of an offer to purchase any investments or securities of any investment vehicles.

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