Multi-Color Corporation Announces Recapitalization to Reset Balance Sheet and Position Company for Long-Term Growth and Investment

Multi-Color Corporation (“MCC” or the “Company”), a global leader in prime label solutions, today announced strategic actions to further position the Company for long-term growth and investment to best serve its customers.

MCC has entered into a restructuring support agreement (the “RSA”) with holders of approximately 70% in amount of MCC’s secured first lien debt and its equity sponsor, CD&R, on the terms of a comprehensive financial restructuring. The transactions contemplated by the RSA will significantly deleverage MCC’s balance sheet, reducing its net debt load from approximately $5.9 billion to approximately $2.0 billion. The Company’s annualized cash interest will also be reduced from approximately $475 million to $140 million in 2026, a reduction of over $330 million, with long-term debt maturities extended to 2033 following consummation of the restructuring transactions.

To implement the transactions contemplated by the RSA, MCC has launched a solicitation for votes in support of a prepackaged plan of reorganization (the “Plan”), which is currently supported by holders of approximately 70% in amount of MCC’s secured first lien debt and CD&R. The RSA provides for an $889 million new common and preferred equity investment that will support long-term growth and investment. Upon emergence, MCC will have more than $500 million of liquidity.

“Over the past two years, we have taken decisive actions commercially and operationally, while onboarding top-notch leadership talent, to best position MCC for sustainable, profitable growth,” said Hassan Rmaile, President & Chief Executive Officer of MCC. “Our operational initiatives are showing momentum, and optimizing our capital structure is an essential step to advance our growth strategy. This agreement, which reflects a strong vote of confidence by MCC’s sponsor and lenders, will create a stronger financial foundation, enabling us to enhance the innovative and high-quality label solutions that help brands connect with consumers, enhance product integrity, and drive sustainable impact. We are grateful for CD&R’s and our lenders’ support as well as the ongoing dedication of our employees, customers, and suppliers.”

BUSINESS AS USUAL

The RSA also provides for $250 million of new money debtor-in-possession (“DIP”) financing to capitalize the business throughout the Chapter 11 process. This additional financing, when approved, is expected to allow MCC to continue operating in the ordinary course during the restructuring without impacting trade creditors, customers, employees, vendors, or suppliers, and will allow the Company to honor its commitments to strategic partners.

Upon commencement of the prepackaged Chapter 11 proceedings, MCC will file a series of first day motions that, subject to court approval, will allow the Company to continue to operate in the ordinary course of business while it works to deleverage its capital structure. In addition to seeking approvals related to the DIP financing, MCC will seek authority to allow the Company to continue to maintain wages and benefits without interruption, satisfy employee-related claims, pay vendors in the ordinary course, and perform other critical functions and processes necessary for the Company to continue uninterrupted operations.

ADDITIONAL RESOURCES

Additional information is currently available at MCCForward.com. Upon the Chapter 11 filing, MCC will also provide details on various legal aspects of MCC’s restructuring process, including access to Court documents.

ADVISORS

Kirkland & Ellis LLP and Cole Schotz P.C. are serving as legal counsel, Evercore is serving as investment banker, AlixPartners is serving as financial advisor, Quinn Emanuel Urquhart & Sullivan, LLP is serving as special counsel to the Special Committee of LABL, Inc.’s Board of Directors, and FGS Global is serving as strategic communications advisor to the Company. Debevoise & Plimpton LLP and Latham & Watkins LLP are serving as legal counsel to CD&R and Moelis & Company LLC is serving as financial advisor. Milbank LLP and PJT Partners serve as legal counsel and financial advisor, respectively, to the ad hoc group of secured creditors.

ABOUT MCC

Multi-Color Corporation (MCC) is a global leader in prime label solutions, providing innovative and sustainable solutions to some of the world’s most recognizable brands across a broad range of consumer-oriented end categories. MCC is committed to delivering the world’s best label solutions for their customers to build their brands and add value to the communities in which they operate.

Forward Looking Statements

This press release contains certain forward-looking statements with respect to the financial condition, results of operations and business of MCC and its subsidiaries and certain plans and objectives with respect thereto. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Forward-looking statements often use words such as "anticipate", "target", "expect", “enable”, "estimate", "intend", "plan", "goal", "believe", "hope", "aims", "continue", "will", "may", "should", "would", "could", or other words of similar meaning. These statements are based on assumptions and assessments made by the Company and its perception of historical trends, current conditions, future developments and other factors. By their nature, forward-looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future and the factors described in the context of such forward-looking statements in this document could cause actual results and developments to differ materially from those expressed in or implied by such forward looking statements. Although it is believed that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct and you are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this document. The Company does not assume any obligation to update or correct the information contained in this document (whether as a result of new information, future events or otherwise), except as may be required by applicable law. There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements.

Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are changes in the global, political, economic, business, competitive, market, supply chain and regulatory forces, future exchange and interest rates, changes in tax rates and any future business combinations or dispositions, uncertainties and costs related to the RSA and the chapter 11 process, including, among others, potential adverse effects of the chapter 11 process on the Company’s liquidity and results of operations, including with respect to its relationships with its customers, distribution partners, suppliers and other third parties; employees attrition and the Company’s ability to retain senior management and other key personnel due to the distractions and uncertainties inherent in the Chapter 11 process; the impact of any cost reduction initiatives; any other legal or regulatory proceedings; the Company’s ability to obtain operating capital, including complying with the restrictions imposed by the terms and conditions of any debtor-in-possession financing, such as the financing mentioned herein; the length of time that the Company will operate under Chapter 11 protection; the timing of any emergence from the Chapter 11 process; and the risk that any plan of reorganization resulting therefrom may not be confirmed or implemented at all. Please see the plan of reorganization and related disclosure statement (as may be amended, modified or supplemented) that will be filed with the Court for additional considerations and risk factors associated with the company’s Chapter 11 process. Nothing in this press release is intended as a profit forecast or estimate for any period and no statement in this press release should be interpreted to mean that the financial performance for the Company for the current or future financial years would necessarily match or exceed its historical results. Further, this press release is not intended to and does not constitute and should not be construed as, considered a part of, or relied on in connection with any information or offering memorandum, security purchase agreement, or offer, invitation or recommendation to underwrite, buy, subscribe for, otherwise acquire, or sell any securities or other financial instruments or interests or any other transaction.

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