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Graham Packaging to Acquire Liquid Container, L.P.


YORK, Pa., /PRNewswire via COMTEX/ --

Graham Packaging Company Inc. (NYSE: GRM) today announced that its subsidiary, Graham Packaging Acquisition Corp., has signed a purchase agreement to acquire Liquid Container, L.P. and its subsidiaries for total purchase consideration of $568 million, subject to certain adjustments.

Liquid Container operates fourteen blow molded plastic container plants in the U.S. serving food and household product categories. Liquid Container is expected to have net sales in North America of almost $400 million and EBITDA of approximately $72 million in 2010. Approximately 80% of Liquid Container's unit sales are supplied to customers in the food category.

"Liquid Container takes our technology capability, customer base, and domestic footprint to the next level," said Mark Burgess, CEO of Graham. "Liquid Container's business model has been similar to Graham's in its use of technology to service categories in the market that require value added products. Liquid Container has built solid long standing relationships with customers that are complementary to ours with very little overlap. In addition to its high quality presence in the food business, Liquid Container brings technology and know-how to Graham that we believe can be applied across our existing multinational footprint. This is one of the few scale businesses that meet our acquisition criteria and we are excited about the new growth opportunities that Liquid Container offers Graham."

In addition to the customer and technology benefits, Graham believes the transaction will be accretive on an EBITDA, EPS, and free cash flow basis in its first full year of operation.

Graham expects to fund the acquisition with 100% debt and has arranged committed financing. The transaction is subject to normal regulatory approvals and customary closing conditions, and is expected to close in 2010.

Conference Call Information

The Company will hold a conference call to discuss the acquisition at 10:00 a.m. EDT this morning. The conference call can be accessed by dialing 866-730-5770 (domestic) or 857-350-1594 (international) and entering passcode 95351481.

The conference call will also be webcast simultaneously on Graham Packaging's website (http://www.grahampackaging.com//), under the Investor Relations tab.

Following the live conference call, a telephonic replay will be available by dialing 888-286-8010 (domestic) or 617-801-6888 (international) and entering pass code 79632588. The telephonic replay will be available for seven days. A replay of the webcast will be available on the Company's website.

About Graham Packaging

Graham Packaging, based in York, Pennsylvania, is a worldwide leader in the design, manufacture and sale of technology-based, customized blow molded plastic containers for the branded food and beverage, household, personal care/specialty and automotive lubricants product categories. Graham Packaging has an extensive blue-chip customer base that includes many of the world's largest branded consumer products companies. It produces more than 20 billion container units annually at 83 plants in North America, Europe, South America, and China.

Graham Packaging is a leading U.S. supplier of plastic containers for hot-fill juice and juice drinks, sports drinks, drinkable yogurt and smoothies, nutritional supplements, wide-mouth food, dressings, condiments and beers; the leading global supplier of plastic containers for yogurt drinks; a leading supplier of plastic containers for liquid fabric care products, dish care products and hard-surface cleaners; and the leading supplier in the U.S., Canada and Brazil of one-quart/liter plastic motor oil containers.

To learn more about Graham Packaging, please visit the Company's Web site at http://www.grahampackaging.com//. Graham Packaging uses its Web site as a channel of distribution for material Company information. Financial and other material information regarding Graham Packaging is routinely posted on the Company's Web site and is readily accessible.

Forward Looking Statements

Information provided and statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Such forward-looking statements only speak as of the date of this press release and Graham Packaging assumes no obligation to update the information included in this press release. Such forward-looking statements include information concerning Graham Packaging's or Liquid Container's possible or assumed future results of operations and the potential acquisition of Liquid Container. These statements often include words such as "approximately," "believe," "expect," "anticipate," "intend," "plan," "estimate" or similar expressions. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about Graham Packaging's industry, management's beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond Graham Packaging's control. Accordingly, readers are cautioned that any such forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict, including, without limitation, specific factors discussed herein and in other releases and public filings made by the Company (including the Company's filings with the Securities and Exchange Commission). Although Graham Packaging believes that the expectations reflected in such forward-looking statements are reasonable as of the date made, expectations may prove to have been materially different from the results expressed or implied by such forward-looking statements. Unless otherwise required by law, Graham Packaging also disclaims any obligation to update its view of any such risks or uncertainties or to announce publicly the result of any revisions to the forward-looking statements made in this press release.

 Contact: David Bullock Chief Financial Officer (717) 849-8500
 Ian Lee (717) 771-3220 InvestorRelations@grahampackaging.com 

SOURCE Graham Packaging Company Inc.