2014

Greif Bros. Corporation to Acquire Van Leer Industrial Packaging in $620 Million Transaction Greif to be Worldwide Leader in Industrial Shipping Container Business

With Global Platform for Growth in European, Asian and Latin American Markets



International Transaction Transforms One of America's Oldest Heartland

Corporations; Globalization Powering Fundamental Change in Container Business



Greif Expands Ability to Deliver Integrated Packaging and Shipping Solutions

to Multinational Corporations



    DELAWARE, Ohio, Oct. 30 /PRNewswire/ -- Greif Bros. Corporation
 (Nasdaq:   GBCOA; GBCOB), the leading U.S. manufacturer of industrial shipping
 containers, today announced the signing of a definitive agreement to purchase
 the Van Leer industrial packaging division from Huhtamaki Van Leer Oyj of
 Espoo, Finland (HEX: HVL1V; AEX: HVL;) for US $620 million, which includes the
 assumption of debt and other obligations as of the closing date.
     This acquisition will effectively double the size of Greif Bros.
 Corporation ("Greif") and give the company a strong competitive position in
 the key global markets of Europe, Asia and Latin America. When the acquisition
 is completed, Greif will operate in over 200 locations in over 40 countries
 with approximately 11,000 employees.
     The operations to be acquired are currently organized as Royal Packaging
 Industries Van Leer N.V., headquartered in Amsterdam, The Netherlands, and its
 subsidiaries worldwide ("Van Leer Industrial"). With net sales of EUR 921
 million in 1999, Van Leer Industrial is a leading worldwide provider of
 industrial packaging and components, including steel, fibre and plastic drums,
 as well as intermediate bulk containers and closure systems. Van Leer
 Industrial has over 6,000 employees and operates in over 40 countries,
 including the United States, and has a strong presence throughout the world.
     "With this acquisition, we are transforming one of America's oldest
 industrial companies into a worldwide leader in industrial shipping
 containers," said Michael J. Gasser, Greif chairman and chief executive
 officer. "Our first priority is to accelerate our historical growth rates and
 take advantage of the opportunities in international markets. By combining our
 operations with those of Van Leer Industrial, we will create a global platform
 for growing our business and will position Greif to provide packaging
 solutions for key customers anywhere in the world," Mr. Gasser added.
     "Among several interested parties, Greif stood out as a solid company with
 a long industry tradition similar to Van Leer's. I am convinced that Greif
 will be the ideal new parent for Van Leer Industrial and its people," said
 Timo Peltola, chief executive officer of Huhtamaki Van Leer. "Following this
 transaction, we will concentrate on consumer packaging, where we already have
 reached world leadership positions and see further growth opportunities," Mr.
 Peltola noted.
     "Van Leer is the ideal partner at the ideal time for us, and we match up
 perfectly from a strategic, operational and cultural standpoint," Mr. Gasser
 stated. "Like many traditional industrial businesses, the shipping container
 business is shifting rapidly as new technologies and globalization drive
 change. Our customers are looking for one-stop, cost-effective packaging
 solutions as well as global supply. This transaction will help position us to
 leverage these opportunities," Mr. Gasser said.
 
     Recent Growth Initiatives
     Mr. Gasser stated that the Van Leer Industrial acquisition is a natural
 progression in Greif's growth plan. Within the past several years, the company
 has purchased and affiliated with various packaging businesses to strengthen
 its North American operations and develop an extensive range of industrial
 shipping container and corrugated container products. A Packaging Services
 organization was created to better meet customer needs through a broad range
 of value-added services, such as container reconditioning, warehousing, and
 filling. Greif also increased capital expenditures for new technologies to
 modernize and streamline production facilities.  In addition, the company has
 focused on its timber business toward optimizing its annual return from the
 company's 280,000 acres of prime timber and land holdings in the United
 States.
 
     Financial Information
     The purchase price of US $620 million includes a cash payment and the
 assumption of Van Leer Industrial's outstanding indebtedness and other
 obligations as of the closing date. The cash portion of the purchase price
 will be financed under a new credit agreement that Greif is establishing with
 a syndicate of lenders. Greif's net sales were US $818.8 million for the
 fiscal year ended October 31, 1999, and Van Leer Industrial's net sales were
 EUR 921.3 million for the fiscal year ended December 31, 1999. Earnings before
 interest, taxes, depreciation, and amortization (EBITDA) were US $125.6
 million for Greif and EUR 97.5 million for Van Leer Industrial on an adjusted
 basis in the most recent fiscal years. The transaction is expected to be
 accretive to earnings per share within one year from closing.
     The transaction will be accounted for as a purchase and is expected to be
 completed by December 31, 2000, subject to regulatory and other approvals and
 the 30-day right of first refusal by the Van Leer Group Foundation as provided
 for in the original transaction between Van Leer and Huhtamaki. Merrill Lynch
 & Co. acted as exclusive financial adviser to Greif in this transaction.
 
     About Greif Bros. Corporation
     Greif, which is headquartered in Delaware, Ohio, has been a packaging
 company since its inception in 1877. Greif provides industrial container and
 packaging solutions and services, primarily to North American-based
 industries. The company manufactures a broad variety of industrial shipping
 containers (which include fibre drums, plastic drums, steel drums, and
 intermediate bulk containers) and containerboard and corrugated products
 (which include semichemical and recycled medium, recycled linerboard,
 corrugated boxes, corrugated honeycomb products, and multiwall packaging) as
 well as manages timber properties. Greif has over 5,000 employees in the U.S.,
 Canada, and Mexico. Additional company information is on the company's web
 site at http://www.greif.com.
 
     Some of the information in this press release contains "forward-looking
 statements" within the meaning of the Private Securities Litigation Reform Act
 of 1995. The words "believe," "expect," "anticipate," "project," and similar
 expressions, among others, identify forward-looking statements. Forward-
 looking statements speak only as of the date the statement was made. Such
 forward-looking statements are subject to certain risks and uncertainties that
 could cause the company's actual results to differ materially from those
 projected, including the statements that the company's first priority is to
 accelerate historical growth rates and take advantage of opportunities in
 international markets and provide packaging solutions for key customers
 anywhere in the world (paragraph four), that this transaction will help
 position the company to leverage business opportunities (paragraph six), that
 the transaction is expected to be accretive to earnings per share within one
 year from closing (paragraph eight), and that the acquisition will be
 completed by December 31, 2000 subject to regulatory and other approvals and
 the 30-day right of refusal by the Van Leer Group Foundation (paragraph nine).
 Risks and uncertainties that might cause a difference include, but are not
 limited to, changes in general business and economic conditions, risks of
 doing business in foreign countries, capacity levels in the containerboard
 market, competitive pricing pressures, in particular with respect to the price
 of paper, litigation or claims against the company pertaining to
 environmental, product liability and safety and health matters, risks
 associated with the company's acquisition strategy, in particular the
 company's ability to locate and acquire other businesses, the company's
 ability to integrate its newly acquired operations effectively with its
 existing businesses, the company's ability to achieve improved operating
 efficiencies and capabilities sufficient to offset consolidation expenses and
 the frequency and volume of sales of the company's timber and timberlands.
 These and other risks and uncertainties that could materially affect the
 financial results of the company are further discussed in the company's Annual
 Report on Form 10-K for the year ended October 31, 1999. All forward-looking
 statements made in this announcement are based on information presently
 available to the management of the company. The company assumes no obligation
 to update any forward-looking statements.
 
 
                               Corporate Profile
 
     Greif Bros. Corporation (Nasdaq:   GBCOA; GBCOB) provides industrial
 shipping container/packaging solutions to many Fortune 500 companies as well
 as a wide range of medium- and small-size businesses located throughout North
 America. The company also actively manages timberlands.
     With the planned Van Leer acquisition announced October 30, 2000, Greif
 will be the worldwide leader in industrial shipping containers.
 
     Customers We Serve
     Greif's products and services are integral to the manufacturing and
 distribution of various industrial and consumer-related materials. Our diverse
 customer base includes the specialty chemical, petroleum, agricultural,
 automotive, pharmaceutical, food/beverage, wire, mining, transportation, home
 and building products, industrial products, ceramics/glassware, and corrugated
 container industries.
 
     Lines of Business
     Industrial Shipping Containers: Greif produces a full-line of fibre drums,
 steel drums, plastic drums, and intermediate bulk containers. In addition,
 Greif provides total packaging services, including complete container
 handling, logistics, and management and value-added services such as
 reconditioning of plastic drums and intermediate bulk containers, inventory
 management, and drum filling. The company also provides customers with
 research, development, engineering, and testing services.
     Greif owns 49% of Abzac-Greif, a fibre drum company based in France, and
 also has a license agreement with Sotralentz S.A. of France for intermediate
 bulk containers.
     The planned Van Leer acquisition extends Greif's capabilities in
 industrial shipping containers to meet the global needs of customers.
 
     Containerboard & Corrugated Products: Greif produces semi-chemical and
 recycled medium, recycled linerboard, corrugated sheets, corrugated
 containers, corrugated materials for transit protection (dunnage) and as void
 fillers, and multiwall packaging. In addition, Greif provides full design,
 graphics, and testing services, color printing, and total packaging services.
 
     Timber: From its 280,000 acres of timberlands in the southeastern United
 States, Greif supplies pine and hardwood timber for the pulp wood, saw timber,
 and chip/saw wood industries. The company also owns approximately 40,000 acres
 in Canada.
 
     Financial Summary
     Greif reported $818.8 million in net sales for the fiscal year ended
 October 31, 1999. Net income for FY 1999 was $51.4 million.
     The Van Leer industrial packaging division reported EUR 921 million for
 the fiscal year that ended December 31, 1999.
 
     Recent Business Highlights
     FY 2000
     -- Announced plans to acquire Van Leer industrial packaging from Huhtamaki
        Van Leer Oyj
     -- Reported record first, second, and third quarter results
 
     FY 1999
     -- Formed third line of business - Timber, and entered into a timber
        management agreement to actively harvest and regenerate the company's
        U.S. timberlands
     -- Purchased Great Lakes Corrugated Corp. in Ohio
     -- Acquired 49% equity interest in Abzac's fibre drum business in France
     -- Formed CorrChoice, an Ohio-based joint venture to produce sheets for
        the corrugated industry
 
     FY 1998
     -- Acquired Sonoco Products Company's North American industrial shipping
        container business
 
     FY 1997
     -- Restructured the company into two lines of business -- Industrial
        Shipping Containers and Containerboard & Corrugated Products
     -- Purchased two steel drum plants located in California and Ontario from
        NAMPAC
     -- Purchased Independent Container Company with operations in Kentucky and
        Indiana
     -- Purchased Centralia Container, Inc. in Illinois
     -- Purchased Aero Box Company in Michigan
 
     FY 1996
     -- Purchased Decatur Container Corporation in Illinois
     -- Purchased Kyowva Corrugated Container Company with operations in West
        Virginia and Kentucky.
 
     Management Team
     Michael J. Gasser, Chairman and Chief Executive Officer
     William B. Sparks, Jr., President and Chief Operating Officer
     Charles R. Chandler, Vice Chairman and President of Soterra LLC
     Joseph W. Reed, Chief Financial Officer and Secretary
     John S. Lilak, Executive Vice President, Containerboard & Corrugated
     Products
     Michael L. Roane, Vice President, Human Resources
 
     Corporate Office
     Greif is headquartered in Delaware, Ohio, approximately 20 miles north of
     downtown Columbus.
 
     425 Winter Road
     Delaware, OH 43015
     740-549-6000
 
     Employees and Locations
     Greif has over 5,000 employees in approximately 100 operations and offices
 in the United States, Canada, and Mexico.
     With the Van Leer acquisition, Greif's operations will consist of
 approximately 200 locations in over 40 countries and 11, 000 employees.
 
     History
     Mr. Charles Greif co-founded the company in 1877 as a wooden barrel and
 keg manufacturer based in Cleveland, Ohio. His brothers later joined the
 company. The company has operated continuously under the Greif name as a
 packaging company for 123 years.
 
     For Additional Information:
 
     Media Inquiries:
     Krista Heins
     Director, Communications
     Greif Bros. Corporation
     740-549-6074
     klheins@greif.com
 
     Anita Bose
     Robinson Lerer & Montgomery
     212-484-7699
     abose@rlmnet.com
 
 
     Shareholder/Analyst/Investor Inquiries:
     Robert Lentz
     Robert A. Lentz and Associates
     614-876-2000
     rlentz@investquest.com
 
     Anita Bose
     Robinson Lerer & Montgomery
     212-484-7699
     abose@rlmnet.com
 
 

SOURCE Greif Bros. Corporation

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