Berry Global Group, Inc. Announces Agreement to Acquire the Clopay Plastic Products Company, Inc., from Griffon Corporation

• Adds highly complementary products, geographic footprint, and customers, further enhancing our ability to accomplish our mission of "Always Advancing to Protect What's Important"
• Expands Berry's scope into faster growing health and hygiene markets
• Value creating for Berry shareholders

Today, Berry Global Group, Inc. ("Berry") (NYSE: BERY) announced that it has entered into a definitive agreement to acquire the Clopay Plastic Products Company, Inc. ("Clopay"), a subsidiary of Griffon Corporation (NYSE:GFF), for $475 million in cash on a debt-free, cash-free basis.

Clopay is a global supplier of printed breathable films as well as an innovator in the development of elastic films and laminates with product offerings uniquely designed for applications used in a number of markets including; hygiene, healthcare, construction and industrial protective apparel. Clopay has nearly 1,500 employees with a footprint serving markets across the globe with locations in the United States, Germany, Brazil, and China. Clopay delivered $461 million in sales and $53 million in operating EBITDA for its fiscal year ended September 30, 2017. We expect annual cost synergies to be approximately $20 million. The purchase price, including our expected cost synergies along with the tax basis step-up value, represents an adjusted EBITDA multiple of below 6 times.

"The proposed acquisition of Clopay is directly aligned with our fundamental strategic initiatives," said Tom Salmon, CEO of Berry. "We are extremely excited with what Clopay's global capabilities and unique technology platform will add to our organization. The combination of Clopay with Berry's Health, Hygiene, and Specialties division broadens our position within the faster growing health and hygiene markets. Clopay will bring Berry new capabilities in the production of technical films, where they are a known innovator with patent protected breathable hygiene films."

Select Benefits of the Transaction

Complementary products.

Together we will be able to optimize complementary production capacities, reduce material and conversion costs, and better serve customers from an expanded global footprint with a portfolio of products that is one of the most comprehensive in the industry.

Faster growing markets.

Increases Berry's position within the faster growing health and hygiene markets using innovative patent protected technologies.

Significant, clearly identifiable cost synergies.

Berry expects to realize cost synergies in line with previous Berry acquisitions of a similar nature.

Approvals, Closing, and Funding Considerations
The transaction is expected to be completed in early 2018, subject to customary closing conditions, including applicable regulatory approvals. Berry intends to fund the acquisition with existing liquidity or additional debt offering.