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Silgan Announces Commencement Of Tender Offer To Purchase Up To $250 Million Of Stock And Authorization For Additional Stock Repurchases

Silgan Holdings Inc. (Nasdaq:SLGN), a leading supplier of rigid packaging for consumer goods products, today announced that it has commenced a “modified Dutch Auction” tender offer to purchase up to $250 million of its common stock. The tender offer begins today.

In addition, Silgan announced today that its Board of Directors has authorized the repurchase of up to an additional $100 million of the Company’s common stock, resulting in an aggregate outstanding authorization for stock repurchases of $350.1 million, a portion of which will be utilized in the tender offer. This authorization is effective through December 31, 2014.

“This tender offer is yet another example of our strong commitment to delivering shareholder returns,” commented Bob Lewis, Executive Vice President and CFO. “Given the stable cash flow generation of our businesses, a relatively low debt leverage level and the potential changes in tax laws, we believe a return of capital in the form of a share repurchase is appropriate. This return of capital will bring our net debt leverage in line with our targeted range, while still allowing us to pursue other strategic initiatives,” concluded Mr. Lewis.

Under the terms of the tender offer, Silgan stockholders will have the opportunity to tender some or all of their shares at a price within a range of $40.75 to $45.25 per share. Based on the number of shares tendered and the prices specified by the tendering stockholders, Silgan will determine the lowest per share price within the range that will enable it to buy $250 million in shares, or such lesser number of shares that are properly tendered. All shares accepted for payment will be purchased at the same price, regardless of whether a stockholder tendered such shares at a lower price within the range. At the minimum price of $40.75 per share, Silgan would repurchase a maximum of 6,134,969 shares, which represents approximately 8.9% of Silgan’s currently outstanding common stock. The high end of the price range for the tender offer represents approximately a 9.5% premium to the closing price per share of $41.34 for Silgan’s common stock on November 16, 2012. Silgan expects to fund this repurchase from available cash on hand.

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