Sealed Air Corporation

$SEE - NYSE - Packaging and Containers
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Sealed Air Announces Results and Settlement of Early Tender for 7.875% Senior Notes Due 2017


ELMWOOD  PARK, N.J., Thursday, March  21, 2013 - Sealed Air Corporation ("Sealed
Air"  or the "Company") (NYSE: SEE) today announced that, in connection with the
previously  announced cash tender offer and  consent solicitation by the Company
to  purchase  for  cash  any  and  all  of its 7.875% Senior Notes due 2017 (the
"Existing  Notes"),  the  early  tender  period  in  respect of the tender offer
expired  at  5:00 p.m.,  New  York  City  time,  on March 20, 2013 (the "Consent
Payment  Deadline").  As  of  the  Consent  Payment  Deadline,  $324.167 million
principal   amount   of  Existing  Notes,  or  81.04% of  the  principal  amount
outstanding,  had been  validly tendered  and not  withdrawn. Those  holders who
validly  tendered their  Existing Notes  prior to  the Consent  Payment Deadline
received  on  March  21, 2013 the  total  consideration  of $1,056.25 per $1,000
principal  amount of  the Existing  Notes, which  included a  consent payment of
$30.00  per $1,000 principal amount of the  Existing Notes, plus any accrued and
unpaid  interest on  the Existing  Notes up  to, but  not including, the payment
date.  The  withdrawal  rights  for  the  early  tender  of  Existing  Notes and
corresponding  consents in  the tender  offer expired  as of 5:00 p.m., New York
City time, on March 20, 2013.

The  final offer period will expire at  11:59 p.m., New York City time, on April
3, 2013, unless  extended (such time and date, as  the same may be extended, the
"Expiration  Time"). Holders who  tender their Existing  Notes after the Consent
Payment  Deadline and  on or  prior to  the Expiration  Time will be eligible to
receive  only the tender  offer consideration of  $1,026.25 per $1,000 principal
amount  of  Existing  Notes  tendered  plus  accrued  and unpaid interest to the
payment date, but not the consent payment.

As  the Company  received consents  from holders  of greater  than a majority in
aggregate  principal amount of the outstanding  Existing Notes, the Company, the
guarantors   thereto  and  U.S.  Bank  National  Association,  as  trustee  (the
"Trustee"),   have   executed   a   supplemental  indenture  (the  "Supplemental
Indenture")  to the indenture governing the  Existing Notes, which will be filed
with  the Securities and Exchange Commission at a later date. The amendments and
modifications   contained   in  the  Supplemental  Indenture  eliminate  certain
restrictive covenants contained in the indenture. These changes became operative
concurrently  with the acceptance for payment  on March 21, 2013 of all Existing
Notes  that were validly tendered (and not validly withdrawn) at or prior to the
Consent Payment Deadline.

This  press release is not an offer to purchase or a solicitation of an offer to
sell  any securities,  including the  Existing Notes.  The tender  offer is only
being  made  pursuant  to  the  terms  of  the  offer  to  purchase  and consent
solicitation   statement,   dated   March  7, 2013 (as  it  may  be  amended  or
supplemented  from  time  to  time,  the  "Statement"),  and  related  letter of
transmittal (the "Letter of Transmittal").

The  complete terms  and conditions  of the  tender offer  are set  forth in the
Statement that has been sent to holders of the Existing Notes. Holders are urged
to  read the  tender offer  documents carefully  before making any decision with
respect  to the tender offer and consent solicitation. Holders of Existing Notes
must  make their own decisions as to  whether to tender their Existing Notes and
provide  the related consents, and if they decide to do so, the principal amount
of the Existing Notes to tender.

Holders may obtain copies of the Statement and the related Letter of Transmittal
from  the  Information  Agent  and  Depositary  for  the  tender  offer,  Global
Bondholder  Services Corporation by phone at (866) 387-1500 or (212) 430-3774 or
in writing at 65 Broadway - Suite 404, New York, NY 10006.

BofA  Merrill Lynch has been engaged to  act as the exclusive Dealer Manager and
Solicitation  Agent  in  connection  with  the  tender  offer  and  the  consent
solicitation.  Any questions  regarding the  terms of  the tender  offer and the
consent solicitation should be directed to BofA Merrill Lynch at (888) 292-0070
(U.S. toll free) or (980) 387-3907 (collect).

None  of the Company, the Dealer Manager and Solicitation Agent, the Information
Agent  and Depositary or any other person makes any recommendation as to whether
holders  of Existing  Notes should  tender their  Existing Notes  or provide the
related consents, and no one has been authorized to make such a recommendation.

Business

Sealed  Air is a global leader in food safety and security, facility hygiene and
product  protection. With widely recognized and  inventive brands such as Bubble
Wrap(®)   brand  cushioning,  Cryovac(®)  brand  food  packaging  solutions  and
Diversey(TM)  brand cleaning and hygiene  solutions, Sealed Air offers efficient
and  sustainable solutions that create business value for customers, enhance the
quality  of life for  consumers and provide  a cleaner and healthier environment
for  future  generations.  Sealed  Air  generated  revenue of approximately $7.6
billion  in 2012, and has approximately  25,000 employees who serve customers in
175 countries.

Forward-Looking Statements

Company  statements in  this press  release may  be "forward-looking statements"
within  the meaning  of the  Private Securities  Litigation Reform  Act of 1995
concerning  our  business,  consolidated  financial  condition  and  results  of
operations.  These  statements  include  comments  as  to future events that may
affect  the Company, which are based  upon management's current expectations and
are  subject to uncertainties, many of  which are outside the Company's control.
Forward-looking  statements can  be identified  by such  words as "anticipates,"
"expects,"   "believes,"   "plan,"   "could,"  "estimate,"  "will"  and  similar
expressions.  A variety of factors may cause actual results to differ materially
from  these  expectations,  including:   economic conditions affecting packaging
utilization;  changes in raw  material costs; currency  translation effects; and
legal  proceedings.  For  more  extensive  information,  see  "Risk Factors" and
"Cautionary  Notice Regarding  Forward-Looking Statements,"  which appear in our
most  recent Annual Report on Form 10-K, as may be revised and updated from time
to  time by our Quarterly Reports on Form  10-Q and Current Reports on Form 8-K,
as  filed  with  the  Securities  and  Exchange  Commission.  These  reports are
available  on the Securities and Exchange Commission's website at www.sec.gov or
our Investor Relations home page at http://ir.sealedair.com. Sealed Air does not
undertake  any obligation  to publicly  update any  forward-looking statement to
reflect  events or circumstances after  the date on which  any such statement is
made or to reflect the occurrence of unanticipated events.

Contact

Bill Thomas
Assistant Treasurer and Interim Director, Investor Relations
201-703-4136
Investor.relations@sealedair.com



This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
    other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
     originality of the information contained therein.

Source: Sealed Air Corporation via Thomson Reuters ONE
[HUG#1687166]



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