Statement re Pricing of New €500,000,000 Seni...

Statement re Pricing of New €500,000,000 Senior Notes Offering

Smurfit Kappa Group PLC

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF SMURFIT KAPPA ACQUISITIONS. NOT FOR DISTRIBUTION OR RELEASE IN OR INTO ANY JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW

Smurfit Kappa Group Announces the Pricing of New €500,000,000 Senior Notes Offering

SKG.I SKG.L

Dublin, London | 28th May 2014: Smurfit Kappa Group plc (“SKG”), one of the world’s largest integrated manufacturers of paper-based packaging products, with operations in Europe and the Americas, today announces that it has successfully completed the pricing of an offering of €500 million of euro denominated senior notes due 2021 to be issued by its wholly owned subsidiary Smurfit Kappa Acquisitions. The net proceeds of the offering, together with existing cash resources, will be used to redeem all of the existing €500 million 7.75% senior notes due 2019 that were issued by Smurfit Kappa Acquisitions on 19 November 2009 and to pay certain fees and expenses related to the offering and costs related to the redemption. The notes are being offered in a private placement, and there will be no public offering of the notes. The notes will be offered and sold only to qualified institutional buyers in accordance with Rule 144A under the U.S. Securities Act and to non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act of 1933, as amended (the "U.S. Securities Act").

The notes priced at an issue price of 100 percent and at an interest rate of 3.25%. The closing of the sale of the notes is scheduled to be completed on 3 June 2014, and is subject to customary conditions.

Cash interest on the notes will be €23 million per annum lower than that currently payable on the 7.75% notes being redeemed.

About Smurfit Kappa Group

SKG is a world leader in paper-based packaging with operations in Europe and the Americas. SKG operates in 21 countries in Europe and 11 in the Americas. With innovation, service and pro-activity towards customers as its primary focus, SKG is the European leader in paper-based packaging including, corrugated, containerboard, bag-in-box, solidboard, and solidboard packaging. It also has a key position in a number of other product/market segments, including graphicboard, MG paper and sack paper. SKG has a growing base in Eastern Europe, and it is the largest pan-regional operator in Latin America.

Contacts	Â
  Seamus Murphy Smurfit Kappa Group Tel: [phone] E-mail: [e-mail]		      FTI Consulting Tel: [phone] E-mail: [e-mail]

Forward Looking Statements

Some statements in this announcement are forward-looking. They represent expectations for SKG's business, and involve risks and uncertainties. These forward-looking statements are based on current expectations and projections about future events. SKG believes that current expectations and assumptions with respect to these forward-looking statements are reasonable. However, because they involve known and unknown risks, uncertainties and other factors, which are in some cases beyond SKG's control, actual results or performance, may differ materially from those expressed or implied by such forward-looking statements.

The financial information above is subject to change as our financial statements are reviewed by us and our auditors.

This press release shall not constitute an offer of securities for sale in the United States or any other jurisdiction. The securities have not been, and will not be, registered under the U.S. Securities Act or the securities laws of any state of the United States or any other jurisdiction and the securities may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state or local securities laws.

This announcement is for information purposes only and is directed only at: (a) persons in member states of the European Economic Area who are qualified investors (as defined in EU directive 2003/71/EC (as amended) (the "Prospectus Directive"); (b) persons in the United Kingdom who are qualified investors and who are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) persons falling within Article 49(2) (a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Order; or (iii) persons to whom it may otherwise be lawfully communicated (all such persons in (a) and (b) together being referred to as "relevant persons"). This announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. No money, securities or other consideration is being solicited, and, if sent in response to the information contained herein, will not be accepted.