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Sealed Air: Merger Agreement
May 30, 2000
Contacts: Reflectix, Inc. Sealed Air Corporation
Stephen C. Painter Mary A. Coventry
(800) 879-3645 J. Ryan Flanagan
(765) 533-4332 (201) 791-7600
For Immediate Release
SEALED AIR CORPORATION AND REFLECTIX, INC.
ANNOUNCE MERGER AGREEMENT
SADDLE BROOK, NEW JERSEY, and MARKLEVILLE, INDIANA, Tuesday, May
30, 2000 - Sealed Air Corporation (NYSE-SEE) and Reflectix, Inc. (ticker
symbol - RECT) announced today that they have entered into an agreement
and plan of merger providing for the acquisition of Reflectix by Sealed
Air. The merger agreement provides for the shareholders of Reflectix to
receive $1.05 in cash for each Reflectix common share held, including
their outstanding share purchase rights. Based on the currently
outstanding shares of Reflectix's common stock, the merger has a value
of approximately $6.1 million.
Stephen C. Painter, the President and principal shareholder of
Reflectix, the directors of Reflectix and certain other shareholders
have agreed to vote their shares of Reflectix common stock, constituting
approximately 42% of the outstanding shares, in favor of the merger.
The board of directors of Reflectix has recommended approval of the
merger and redeemed Reflectix's outstanding share purchase rights.
Reflectix expects to hold a special meeting of its shareholders on the
merger early in the third quarter. The consummation of the merger is
subject to the approval of Reflectix's shareholders and other customary
conditions and is expected to close during the third quarter.
Commenting on the merger agreement, Mr. Painter said, "We are
very excited about the acquisition. We believe that Sealed Air
represents an excellent strategic partner for Reflectix and will further
reinforce our leadership position in the manufacture and sale of
foil-faced air cellular insulation."
Commenting on the transaction, William V. Hickey, President and
Chief Executive Officer of Sealed Air, stated, "The acquisition of
Reflectix offers us the opportunity to increase our participation in the
manufacture and sale of reflective insulation products that utilize our
air cellular technology and is consistent with our strategy of growth
through selective acquisitions."
Reflectix, Inc., headquartered in Markleville, Indiana,
manufactures and markets foil-faced air cellular insulation. For more
information on Reflectix, Inc., and its products, please visit its
website at http://www.reflectixinc.com.
Sealed Air is engaged primarily in the manufacture and sale of a
complementary line of food, protective and specialty packaging materials
and systems. To view Sealed Air's latest financial news online via the
World Wide Web, visit http://www.cfonews.com/see.
End