Aggregate consideration will be $765 million, including AEP’s net debt. Each AEP shareholder will elect to receive either $110 in cash or 2.5011 shares of Berry common stock per AEP share in the transaction, subject to an overall 50/50 proration to ensure that 50% of the total outstanding AEP shares are exchanged for the cash consideration. Upon closing, AEP shareholders will own approximately 5% of Berry on a fully diluted basis. Based on Berry’s closing stock price on Aug. 23 the date the exchange ratio was set, the blended value of the merger consideration represented $110 per AEP share. Based on the Aug. 31 closing price of Berry’s stock, the blended value of the merger consideration represented $109.12 per AEP share.
AEP is a leading manufacturer of flexible plastic packaging films in North America. AEP manufactures and markets a diverse line of flexible plastic packaging products for consumer, industrial, and agricultural applications. Headquartered in Montvale, NJ, AEP operates 14 manufacturing facilities in the U.S. and Canada, and has approximately 2,600 employees. For the four quarters ended April 2016, AEP generated net sales of $1.1 billion, net income of $39 million, and adjusted EBITDA of $103 million.