M&A - Magnera Corporation

Form Type: 10-Q

Filing Date: 2025-05-07

Corporate Action: Acquisition

Type: Update

Accession Number: 000004171925000028

Filing Summary: This quarterly report covers the period ended March 29, 2025, and details the financial performance and condition of Magnera Corporation, which was formed following the merger of Treasure Holdco, Inc. and Glatfelter Corporation. The merger, completed on November 4, 2024, resulted in Glatfelter shareholders retaining 10% of the combined company while Treasure shareholders received 90%. The report provides insights into net sales increasing significantly to $824 million for the quarter, up from $558 million in the previous year, although the company reported a net loss of $41 million. Key items include a detailed breakdown of assets, liabilities, and stockholders’ equity, with emphasis on the integration of GLT’s operations post-acquisition. Furthermore, the document discusses transaction-related charges and the impact of supply chain financing activities on the financials. Cash flow activities indicate a net cash increase and significant long-term debt incurred to facilitate the acquisition.

Form Type: 10-Q

Filing Date: 2025-02-06

Corporate Action: Merger

Type: New

Accession Number: 000004171925000016

Filing Summary: On November 4, 2024, Magnera Corporation completed a merger with Glatfelter Corporation (GLT) through its wholly owned subsidiary, Treasure Holdco, Inc. This merger resulted in the former Treasure shareholders receiving 90% of the combined company, while GLT shareholders retained 10%. Following the merger, Magnera has emerged as a leader in sustainable solutions, with a diversified product portfolio and significant market presence. Financial performance for the quarter ending December 28, 2024, showed a net sales increase to $702 million from $519 million in the previous year, while net income reported a loss of $60 million. The merger necessitated a thorough recording of asset acquisitions and liability assumptions based on their estimated fair values. Amid restructuring activities, the company is navigating the financial complexities post-merger, ensuring compliance with all covenants associated with its long-term debts, totaling $1,996 million. The forward-looking statements indicate an optimistic outlook contingent on the successful integration of GLT's resources and capabilities into Magnera’s operations.

Form Type: 8-K/A

Filing Date: 2025-01-31

Corporate Action: Merger

Type: Update

Accession Number: 000004171925000009

Filing Summary: Magnera Corporation completed significant transactions under the RMT Transaction Agreement with Berry Global Group, Inc. and its wholly owned subsidiaries. The agreement involved separating Berry's global nonwovens and hygiene films business (HHNF Business) from its other operations. Asset transfers to a new subsidiary, Spinco, were executed alongside a series of mergers that involved First Merger Sub and Second Merger Sub, facilitating the formation of Spinco as a direct wholly owned subsidiary of Magnera. The amendment to the initial 8-K report incorporates disclosures from Spinco's Annual Report on Form 10-K, enhancing the detail around risk factors and financial performance up to September 2024.