Ranpak’s Exchange Offer and Consent Solicitation


Davis Polk advised Ranpak Holdings Corp. on the deal.

Ranpak Holdings Corp. executed an offer to exchange shares of Class A common stock of the company for outstanding warrants to purchase shares of Class A common stock and the solicitation of consents from holders of the warrants to amend its warrant agreement to permit the company to require that each warrant that is outstanding upon the closing of the exchange offer be converted into common stock. A total of 20,048,251 warrants were tendered and Ranpak issued an aggregate of 4,410,587 shares of common stock in exchange for the warrants tendered.

Evercore Group L.L.C. was the Dealer Manager for the Exchange Offer and Consent Solicitation.

Ranpak is a leading provider of environmentally sustainable, systems-based, product protection solutions for e-commerce and industrial supply chains. Since its inception in 1972, Ranpak has delivered high quality protective packaging solutions, while maintaining its commitment to environmental sustainability.

The Davis Polk capital markets team advising Ranpak included partner John B. Meade (Picture) and associates Carrie Guo and Elijah D. Jenkins. Partner David H. Schnabel and associate Joshua J. Micelotta provided tax advice. Partner Adam Kaminsky and associate Kathleen Ginder provided executive compensation advice. Associate J. Taylor Arabian provided 1940 Act advice.

Involved fees earner: Taylor Arabian – Davis Polk & Wardwell; Kathleen Ginder – Davis Polk & Wardwell; Carrie Guo – Davis Polk & Wardwell; Elijah Jenkins – Davis Polk & Wardwell; Adam Kaminsky – Davis Polk & Wardwell; John Meade – Davis Polk & Wardwell; Joshua Micelotta – Davis Polk & Wardwell; David Schnabel – Davis Polk & Wardwell;

Law Firms: Davis Polk & Wardwell;

Clients: Ranpak Holdings Corp.;

Author: Ambrogio Visconti