Silgan forms 60/40 metal packaging JV with AIP; JV to buy Trivium for $327.5M cash plus $3.1B debt

SILGAN HOLDINGS INC

Silgan contributes its metal food/general line containers and closures businesses to MetalCo for 60% of Class A units; AIP affiliate A-VL invests $1.025B cash for 40%.
MetalCo distributes $2.263B to Silgan at closing; Silgan may incur up to $1.0B of new debt that MetalCo assumes with the business contribution.
JV to buy 100% of Trivium Packaging from Ardagh and Element for ~$327.5M cash plus assumption of ~$3.1B Trivium debt, repaid at closing; locked box at Dec 31, 2025.
Debt commitment letter: ~$4.9B senior secured term loan and $1.0B revolver from Wells Fargo, Goldman Sachs, RBC, Deutsche Bank and Bank of America.
Trivium outside date Oct 14, 2027 (extendable to April 12, 2028); MetalCo termination fees of $40M or $75M, willful-breach damages capped at $100M.

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