Crown Holdings to Redeem $350 Million of 7 3/8% 2026 Debentures in Tender Offer

CCK
November 12, 2025

Crown Holdings, through its wholly‑owned subsidiary Crown Cork & Seal Company, Inc., has launched a cash tender offer to redeem all outstanding 7 3/8% debentures due 2026, totaling $350 million in principal. The offer opens immediately and will close at 5:00 p.m. New York City time on November 18, 2025, with settlement scheduled for November 21, 2025, provided all conditions are met.

The consideration for each $1,000 of principal will be a fixed spread of 15 basis points over the bid‑side yield of the U.S. Treasury security that matures on December 15, 2026 (4.375% Treasury). Holders will also receive accrued and unpaid interest up to the settlement date. The offer is not contingent on a minimum number of debentures being tendered, and holders may withdraw their debentures up to the tenth business day after the offer commences, or up to 60 business days if the offer is not consummated.

Crown’s decision to redeem these long‑term debt securities aligns with its disciplined capital‑allocation strategy. By reducing the $350 million of 7 3/8% debentures, the company will lower its net leverage ratio toward the long‑term target of 2.5 times adjusted EBITDA, thereby strengthening its balance sheet and improving financial flexibility. The move follows a May 2025 redemption of $875 million of 4.750% senior notes due 2026, underscoring a broader effort to optimize the maturity profile and cost of debt.

In a statement, Chief Financial Officer Kevin C. Clothier noted that the redemption “provides an opportunity to reduce interest expense and free cash flow for future investments and shareholder returns.” He added that the company remains “well positioned to maintain a strong credit profile while pursuing growth initiatives.” These comments reinforce the company’s focus on maintaining a healthy leverage position and returning value to shareholders.

The tender offer is part of Crown’s ongoing strategy to manage debt proactively. The company’s recent financial results show steady revenue growth driven by strong performance in its Americas Beverage and European Beverage segments, while its North American Tinplate business continues to deliver solid margins. By reducing long‑term debt, Crown may also support a favorable credit rating outlook, which can lower borrowing costs and enhance its ability to fund capital expenditures.

The offer will close on November 18, 2025, with settlement on November 21, 2025. Holders who wish to tender their debentures must do so before the closing time, and they retain the right to withdraw their holdings within the specified withdrawal windows. The redemption is expected to complete without material disruption to the company’s operations or financial reporting.

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