Pretium Packaging: 26-Day Prepack Eliminates $900M in Funded Debt
ElevenFlo Research
March 30, 202624 min read
Pretium Packaging, L.L.C. used a prepackaged chapter 11 filing in the U.S. Bankruptcy Court for the District of New Jersey to convert a prepetition lender deal into a fast emergence. The ten jointly administered debtors filed on January 28, 2026, reached confirmation in 26 days, and made the plan effective on March 2, 2026. The transaction reduced funded debt from approximately $1.836 billion to approximately $870 million in net debt, a reduction of more than $900 million, while leaving general unsecured creditors unimpaired and both voting classes accepting the plan.
The filing represented the culmination of years of mounting debt-related pressure on the Clearlake Capital-backed rigid plastic packaging manufacturer. Built through nine acquisitions between 2014 and 2021, Pretium's platform had grown to 24 automated plants and approximately , but the capital structure, assembled through leveraged buyout financing and acquisition debt, proved unsustainable as interest rates rose and customer demand normalized after the pandemic.
The prepackaged structure reflects months of negotiation that produced a restructuring support agreement executed on December 30, 2025, backed by holders of more than 91% of First Lien Tranche A-1 claims and more than 81% of Second Lien claims. Clearlake Capital Group, the private equity sponsor since January 2020, contributed $50 million in new equity and retained a 21.9% stake in the reorganized company. Pretium announced on March 3, 2026 that it had successfully completed the transaction and was positioned to continue operating its manufacturing platform under a substantially deleveraged balance sheet.
Debtor(s)
Pretium Packaging, L.L.C. and 9 affiliates (10 jointly administered debtors)
Court
U.S. Bankruptcy Court for the District of New Jersey
Case Number
26-10896 (CMG)
Petition Date
January 28, 2026
Confirmation Date
February 23, 2026
Effective Date
March 2, 2026
Judge
Christine M. Gravelle
Remaining Open Case
Poseidon Parent, L.P. (Case No. 26-10902)
DIP Facility
Up to $533.5M term loan (backstopped by First Lien A-1 holders) + $100M ABL (Wells Fargo)
Case Snapshot
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Pretium and its stakeholders executed a restructuring support agreement on December 30, 2025, following months of negotiations that began in mid-2025. The RSA was supported by lenders holding more than 91% of outstanding First Lien Tranche A-1 Term Loans and more than 81% of outstanding Second Lien Term Loans. Multiple stakeholder groups participated in the negotiations: an ad hoc group of lenders represented by Milbank LLP and Moelis & Company, a minority lender group represented by Glenn Agre Bergman & Fuentes LLP, holders of First Lien Tranche A Term Loans represented by Willkie Farr & Gallagher LLP, and ABL agent Wells Fargo.
The RSA established milestones requiring the debtors to obtain final DIP approval within 35 days of the petition date and confirm the plan within 60 days. Solicitation of the plan commenced on January 25, 2026, three days before the petition date, with a voting deadline of February 16, 2026. Both voting classes accepted the plan unanimously: Class 4 (First Lien Tranche A-1 Claims) voted 261 ballots representing $1.222 billion in claims, and Class 5 (Second Lien Claims) voted 78 ballots representing $200.2 million in claims. Eight parties opted out of the third-party release.
The first-day hearing on January 30, 2026 produced interim orders approving joint administration, DIP financing, cash management, wage and benefit payments, utility service, customer programs, critical vendor and trade claims, tax obligations, insurance, and notification procedures. The court entered a scheduling order on February 2, 2026 setting a combined disclosure statement approval and plan confirmation hearing for February 23. The debtors filed a plan supplement on February 9 and an amended plan supplement on February 20. Final orders on the first-day motions, including the DIP final order, final wage, tax, insurance, customer program, and utility orders, were entered on February 18. After overruling objections from the U.S. Trustee, Judge Gravelle confirmed the plan on February 23, 26 days from petition to confirmation.
The post-confirmation phase was brief. On March 2, the debtors filed an effective date notice stating that the plan, plan supplement, and related restructuring documents had become binding and that the 60-day period for pre-confirmation professional fee claims had begun. Later that day, the reorganized debtors moved for a final decree to close every case other than Poseidon Parent, L.P., with a hearing scheduled for March 25, 2026.
December 30, 2025
RSA executed with Clearlake and consenting lenders
January 25, 2026
Plan solicitation commences
January 28, 2026
chapter 11 petitions filed (10 entities)
January 30, 2026
First-day hearing; interim orders entered
February 2, 2026
Scheduling order for combined confirmation hearing
February 9, 2026
Plan Supplement filed
February 13, 2026
U.S. Trustee files objection to confirmation
February 16, 2026
Voting deadline; CCF objection filed
February 18, 2026
Final orders entered (DIP, wages, taxes, insurance)
February 19, 2026
Amended Plan filed; CCF objection settled
February 23, 2026
Plan confirmed
March 2, 2026
Effective date notice filed; final decree motion filed
March 5, 2026
Retention orders entered for Evercore, Cole Schotz, and Stretto
March 25, 2026
Final decree motion hearing scheduled
Key Case Timeline
Key professionals. The debtors retained Kirkland & Ellis LLP as lead bankruptcy counsel and Cole Schotz P.C. as co-counsel. FTI Consulting, Inc. served as financial advisor, Evercore Group L.L.C. as investment banker, KPMG LLP as tax advisor, and Stretto, Inc. as claims and noticing agent. On the lender side, Milbank LLP served as legal counsel and Moelis & Company as financial advisor to the Ad Hoc Group, while Morgan Lewis & Bockius LLP and Berkeley Research Group advised Wells Fargo. Post-effective-date retention orders for Evercore, Cole Schotz, and Stretto were entered on March 5, 2026.
Company Background and Acquisition History
Pretium Packaging was founded in 1992 as a rigid plastic packaging manufacturer headquartered in Chesterfield, Missouri. The company designs and manufactures bottles, jars, and containers using polypropylene, high-density polyethylene, and polyethylene terephthalate resins, including formulations with up to 100% post-consumer recycled content. Products are manufactured through blow molding, injection molding, and stretch blow molding processes, serving customers with short- to medium-run production volumes that require specialized packaging and a high degree of operational flexibility, including private label brands and high-growth emerging brands. End markets span medical, food and specialty beverage, personal care, household products, spice and seasonings, sports nutrition, and chemical applications.
The company changed hands through successive private equity sponsors. Genstar Capital acquired Pretium in 2014 from Castle Harlan and under its ownership doubled the size of the business, growing revenue to more than $450 million and expanding to 19 production facilities through seven add-on acquisitions. Those acquisitions included Custom Blow Molding in December 2014, Olcott Plastics in February 2015, Tri-Delta Plastics in July 2016, Starplex Scientific in April 2017, Intertech Corporation in April 2019, Cox Container in September 2019, and Patrick Products in January 2020.
Genstar sold Pretium to Clearlake Capital Group in January 2020 in a transaction advised by Rothschild & Co. and Jefferies on the sell side and Evercore for Clearlake. Clearlake acquired the company in partnership with the existing management team led by then-CEO Paul Kayser, planning to apply its O.P.S. framework — focused on operations, people, and strategy — to drive organic growth and further acquisitions in the fragmented rigid packaging market. The corporate structure placed Poseidon Parent, L.P. as the ultimate parent entity, with equity ownership held by Poseidon Investment Holdings, LP (77.8%) and GIC Special Investments Pte. Ltd. (14.1%).
Clearlake accelerated the acquisition strategy. In September 2021, Pretium signed a definitive agreement to acquire Alpha Packaging — a St. Louis-based blow molder with ten global facilities spanning the United States, Western Canada, Ireland, and the Netherlands — from Irving Place Capital. Alpha served more than 1,000 customers, operated more than 1,000 stock molds, and employed approximately 950 workers, specializing in healthcare and wellness verticals. The combined entity became a top-ten blow molder in North America with estimated combined segment sales of approximately $700 million. Credit Suisse and Deutsche Bank Securities provided the financing for the Alpha transaction.
Later in 2021, Pretium acquired Grupo Edid, a family-owned rigid packaging manufacturer and paperboard printer based in Lerma, Mexico, with two facilities serving more than 300 customers. Grupo Edid's product range — including thin-wall injection-molded containers and FSC-certified paperboard — expanded the platform into Latin America. The transaction was the ninth acquisition since 2014 and was financed via a Credit Suisse add-on to Pretium's existing senior credit facilities.
By the petition date, Pretium operated 24 automated production plants across five countries, owned more than 3,000 active molds, and produced packaging for more than 8,900 active SKUs. The company offered both custom solutions designed for specific brands and markets and a stock catalog of thousands of off-the-shelf products. Pretium's New Jersey operations alone spanned more than 180,000 square feet across three manufacturing plants and three warehouses.
As of the petition date, Pretium carried approximately $1.836 billion in total funded debt, a debt load that had grown through the leveraged buyout and subsequent acquisition financing. Bloomberg reported two days before the filing that Clearlake had clinched a deal with lenders to restructure the capital structure. The debt was structured across four facilities governed by three separate intercreditor agreements:
ABL Facility
$59.3M drawn (of $100M)
SOFR + 1.75%
Oct. 2026 maturity
First Lien Tranche A
$337.6M
SOFR + 5.00%
Oct. 2028 maturity
First Lien Tranche A-1
$1,237.4M
SOFR + 4.60%
Oct. 2028 maturity
Second Lien
$201.4M
SOFR + 6.75%
Oct. 2029 maturity
Funded Debt at Petition Date
The capital structure reflected a 2023 liability management transaction in which Pretium purchased legacy first lien term loans at a discount and issued the Tranche A-1 Term Loans in exchange, creating a first-out/second-out structure within the first lien. Approximately 99.8% of legacy term loans were exchanged into the new A-1 paper at a 6.4% discount to face value, capturing approximately $83 million and providing more than $200 million in liquidity. The Agreement Among Lenders, executed on October 2, 2023, gave Tranche A holders priority over Tranche A-1 holders within the first lien collateral pool. Three separate intercreditor agreements, ABL/Term Loan, First Lien/Second Lien, and First Out/Second Out, governed the competing priorities across the capital structure.
The ABL Facility was governed by an ABL/Term Loan Intercreditor Agreement executed on October 1, 2021, under which the ABL Secured Parties held first-priority liens on ABL Priority Collateral, primarily inventory and receivables, and second-priority liens on Term Priority Collateral. A separate First Lien/Second Lien Intercreditor Agreement governed priority between the First Lien and Second Lien Secured Parties. UBS AG served as administrative agent for both the first lien and second lien term loan facilities.
The First Day Declaration identified several causes of distress. Post-COVID demand normalization reduced customer order flow and plant utilization across the rigid packaging industry. Persistent inflation and supply chain disruptions increased operating costs. All of the company's funded debt bore floating-rate interest, and eleven Federal Reserve rate increases between March 2022 and July 2023 raised the debt service burden substantially above levels when the debt was originally incurred. With the benchmark rate remaining markedly higher than the near-zero levels at the time the debt was incurred, the company's annual interest expense consumed an outsized share of operating cash flow.
A ratings downgrade in Q4 2025 compounded the pressure. Market rumors and speculation about a potential chapter 11 filing caused certain customers to temporarily cease new order activity and certain vendors to tighten trade terms, further straining liquidity. The company had closed five plants in 2022 and shuttered an additional Jacksonville facility in summer 2025, laying off hundreds of workers in the process. The Tranche A-1 debt's market value reflected the deterioration: trading in the mid-60s in January 2025, it fell to the low-50s by June and was below 40 cents on the dollar by October 2025.
By the petition date, Pretium had approximately $6.4 million in cash on hand, insufficient to continue operating in the ordinary course without new financing. Clearlake had also expanded the disqualified lender list to approximately 100 names to prevent prospective buyers from building blocking positions through debt trades.
DIP Term Loan. The facility provided up to $533.5 million in term loan financing, with an initial draw of $451 million subject to upward adjustment to ensure $100 million in projected cash on hand at the effective date. The DIP term loan was backstopped 100% by certain holders of First Lien Tranche A-1 Claims, the same creditor group that would receive the majority of the reorganized equity. Backstop parties received a 10% commitment fee and an 11.5% backstop fee, both payable in equity. The facility carried interest at SOFR + 5.25% and was designed to convert into First Out Exit Term Loans upon emergence. A portion of DIP proceeds was used to pay off the $337.6 million Tranche A Term Loans in full during the case.
DIP ABL.Wells Fargo provided a $100 million asset-based revolving facility by rolling over the prepetition ABL, which had $59.3 million drawn at the petition date. The DIP ABL provided ongoing working capital access secured primarily by Pretium's inventory and receivables. On the effective date, the DIP ABL would either be paid in full in cash or refinanced into an Exit ABL Facility on terms acceptable to the ABL agent. Wells Fargo was advised by Morgan Lewis & Bockius LLP and Berkeley Research Group throughout the restructuring negotiations.
Exit financing. The amended plan contemplated two tranches of exit term loans. First Out Exit Term Loans of $451 to $533.5 million at SOFR + 5.25%, with a five-year maturity and no amortization. The margin was adjustable up to +0.25% at lender election and an additional +0.75% based on a market index. Second Out Exit Term Loans of approximately $526 million, subject to downward adjustment to ensure an $870 million net debt cap, at SOFR + 6.00% with 1.20% paid in kind, or SOFR + 5.75% all cash at the borrower's election, with a maturity of six years less one day and no amortization.
The exit financing structure reduced Pretium's total funded debt from approximately $1.836 billion to approximately $870 million in net debt, a reduction of more than $900 million. Pretium's press release stated that the restructuring would provide more than $175 million in new liquidity to support continued investment and operations. The new debt commitments of approximately $530 million from existing lenders — combined with the $50 million equity infusion from Clearlake — were designed to provide a stable capital base for the reorganized company's growth strategy.
~$526M Exit Second-Out Term Loans + 72.5% new equity
Class 5 – Second Lien
Impaired
5.6% new equity + ~$5.8M cash
Class 6 – General Unsecured
Unimpaired
Reinstated or paid in full
Classes 9–10
Impaired
Cancelled; zero recovery
Plan Treatment Summary
The two impaired voting classes, Class 4 and Class 5, received the bulk of the reorganized company's equity in exchange for their claims. First Lien Tranche A-1 holders, who held approximately $1.237 billion in claims, received 72.5% of the new equity plus approximately $526 million in Exit Second-Out Term Loans. The plan also offered a Cash Out Option allowing individual holders in Classes 4 and 5 to elect a cash recovery in lieu of equity, a mechanism designed to provide liquidity for holders who did not wish to become long-term equity investors in the reorganized company. Second Lien holders, with approximately $201.4 million in claims, received 5.6% of the new equity plus approximately $5.8 million in cash. The recovery differential between the two lien tiers reflected the subordination embedded in the First Lien/Second Lien intercreditor agreement and the Second Lien holders' junior priority position.
First Lien Tranche A Claims. The approximately $337.6 million in Tranche A Term Loans were paid in full in cash using DIP term loan proceeds during the case, a full recovery reflecting the Tranche A holders' first-out priority position under the 2023 Agreement Among Lenders.
Clearlake's new money investment. Clearlake Capital contributed $50 million in new equity and received 21.9% of the reorganized company's equity. The sponsor also waived accrued and unpaid management fees. A post-effective-date management equity incentive plan was authorized under the confirmed plan, subject to dilution of all new equity holders.
General unsecured creditors are unimpaired — paid in full or reinstated — preserving trade relationships for the reorganized business. Intercompany claims (Class 7) and intercompany interests (Class 8) were either reinstated or cancelled at the debtors' discretion, consistent with maintaining the corporate structure needed for the reorganized enterprise. Existing equity interests in the ultimate parent entity, Poseidon Parent, L.P. (Class 9), and Section 510(b) claims (Class 10) were cancelled with no distribution.
The organizational structure after emergence places the reorganized company under new equity holders, with Pretium's ten operating entities, including Alpha Consolidated Holdings, Mont Royal, Olcott Plastics, Starplex Scientific, Pretium Canada Packaging, and the intermediate holding entities, continuing as going concerns under the confirmed plan.
Contested Matters and Confirmation
Two objections were filed before the combined disclosure statement and confirmation hearing.
First, the U.S. Trustee argued that the plan's third-party release provision was non-consensual because it deemed creditors to consent based on failure to opt out rather than affirmative acceptance. The objection noted that Pretium served a large number of foreign customers and vendors, many of whom may have been unfamiliar with the United States chapter 11 process, and that the 14-day opt-out window was too short under the circumstances. The U.S. Trustee contended that the releases must be consensual under state contract law principles.
Second, the plan characterized itself as a global settlement without, in the U.S. Trustee's view, adequate justification for that characterization. Third, the objection raised concerns about whether parent debtor Poseidon Parent, L.P., which was being wound down and dissolved under the plan, was eligible for discharge under § 1141(d)(3), which limits discharge for debtors that cease business operations and do not resume. Fourth, the plan contained a gatekeeping injunction that would restrict post-confirmation litigation against released parties.
Customers Commercial Finance objection. Customers Commercial Finance, LLC — a commercial lender — filed a separate objection on February 16, 2026, the same day as the voting deadline. The matter was settled by February 19, 2026, and the objection was resolved before the confirmation hearing.
The Ad Hoc Group of lenders filed a response supporting confirmation on February 19, 2026, noting that every voting class had unanimously accepted the plan and that the restructuring would preserve going-concern value and jobs.
At the combined hearing on February 23, 2026, Judge Gravelle overruled all objections and entered a confirmation order. The confirmation order found that the disclosure statement contained adequate information under § 1125(a), that solicitation procedures satisfied all applicable requirements, and that the plan met all elements of §§ 1129(a) and 1129(b) by a preponderance of the evidence and, to the extent applicable, by clear and convincing evidence. The court specifically reviewed and approved the third-party releases, finding that the opt-out mechanism constituted a permitted means of gaining creditor consent. The court also approved the global settlement characterization, the exculpation provisions, and the injunctions in Article VIII of the amended plan.
Post-confirmation, the reorganized debtors moved to close every case other than Poseidon Parent, L.P., arguing that the remaining work is limited to winding down the parent entity, paying professional fees, and seeking a final decree after emergence.
Professional Fee Applications
All retained professionals filed first and final fee applications on March 27, 2026, covering the period January 28 through February 23, 2026:
Evercore's compensation included an $11 million restructuring fee, contingent on consummation, and a $4,105,418.87 financing fee calculated as 1.0% of the $410.5 million in fee-eligible DIP/First Out debt (excluding the sponsor's pro rata contribution). The engagement letter provided for 75% of the financing fee to be credited against the restructuring fee. FTI's total of $967,598.50 included a $500,000 success fee in addition to its professional fees and expenses. KPMG's requested amount of $17,920.18 reflected a credit of $70,077.65 applied for prepetition fees already incurred. Kirkland billed 1,561.30 total hours at a blended rate of $1,448.70, with the largest fee categories being DIP financing and cash collateral (489.10 hours, $686,975.50), disclosure statement/plan/confirmation (351.10 hours, $549,509.50), and chapter 11 filing/first-day pleadings (291.70 hours, $367,112.50).
Pretium filed to implement a consensual deleveraging agreed upon with its major creditors. The company carried approximately $1.836 billion in funded debt, all floating-rate, and faced rising interest costs after eleven Federal Reserve rate increases between 2022 and 2023. Post-COVID demand normalization reduced plant utilization and order flow, while persistent inflation increased operating costs. A Q4 2025 ratings downgrade triggered market speculation about a potential filing, which in turn caused certain customers to suspend new orders and certain vendors to tighten trade terms, creating a liquidity spiral that left the company with approximately $6.4 million in cash at the petition date.
Has Pretium Packaging emerged from chapter 11?
Yes. Pretium announced on March 3, 2026 that it had completed the capital structure optimization transaction after the plan became effective on March 2. Operations continued in the ordinary course throughout the 26-day case, and the reorganized debtors have asked the court to close all cases except Poseidon Parent, L.P., while the parent entity remains open for wind-down and fee matters.
Who owns Pretium Packaging after emergence?
First Lien Tranche A-1 holders receive 72.5% of the reorganized equity. Second Lien holders receive 5.6%. Clearlake Capital receives 21.9% in exchange for a $50 million new equity contribution. A management incentive plan was also authorized under the confirmed plan, subject to dilution of all new equity holders.
What do general unsecured creditors receive?
General unsecured creditors are paid in full in cash or reinstated on their existing terms. Trade vendors, landlords, and other unsecured claimants receive full recovery, which is a key feature of the prepackaged structure because the debt reduction is borne entirely by the secured lender classes and existing equity.
How much debt is Pretium Packaging reducing?
The restructuring reduces total funded debt from approximately $1.836 billion to approximately $870 million in net debt — a reduction of more than $900 million. The exit capital structure consists of First Out Exit Term Loans ($451–533.5 million at SOFR + 5.25%) and Second Out Exit Term Loans (approximately $526 million at SOFR + 6.00% with 1.20% PIK or SOFR + 5.75% all cash). The new financing also provides more than $175 million in liquidity to support ongoing operations.
What is the DIP financing structure?
The DIP facilities totaled up to $633.5 million: a $533.5 million term loan backstopped by First Lien Tranche A-1 holders, plus a $100 million ABL from Wells Fargo. The court entered interim and final DIP orders on January 30 and February 18, 2026. The DIP term loan converts into exit first-out term loans upon emergence.
What role did the 2023 liability management transaction play?
In 2023, Pretium executed a liability management transaction that purchased legacy first lien term loans at a discount and created the First Lien Tranche A / Tranche A-1 first-out/second-out structure. Approximately 99.8% of legacy term loans were exchanged into the new A-1 paper at a 6.4% discount to face value. While the transaction provided more than $200 million in liquidity at the time, the company filed for chapter 11 less than three years later. The 2023 Agreement Among Lenders established the intercreditor framework that shaped recovery allocations under the plan.
What was the timeline for the prepackaged case?
The RSA was signed on December 30, 2025. Solicitation began January 25, 2026, three days before the petition date, and the petitions were filed January 28, 2026. The first-day hearing on January 30 produced interim orders for DIP financing, cash management, wage and employee benefit payments, tax obligations, insurance, utilities, customer programs, and trade claims. Final orders were entered February 18. The plan was confirmed on February 23, 2026, 26 days after filing, and the transaction was completed on March 3, 2026 after the March 2 effective date. The RSA had required confirmation within 60 days, so the case moved materially faster than its own milestone package.
Who is the claims agent for Pretium Packaging?
Stretto, Inc. serves as the claims and noticing agent. The firm maintains the official claims register and distributes case notifications to creditors and parties in interest.
This article was researched and written with AI assistance, using court filings, public records, and news sources. AI-generated content can contain errors. Verify all information against primary sources before relying on it. This is not legal or financial advice. Read our full disclaimer.
