WestRock Prices $1.5 Billion of Senior Notes

WestRock Company announced that its wholly ownedsubsidiary WRKCo Inc. has priced $750 million aggregate principal amountof 4.65% senior notes due March 15, 2026 and $750 million aggregateprincipal amount of 4.90% senior notes due March 15, 2029. The notes will beguaranteed by WestRock Company and certain of its subsidiaries.

WestRock intends to use the net proceeds of the offering for general corporate purposes and to prepay a portion of the amounts outstanding under its delayed draw credit facilities, which were entered into in connection with the acquisition of KapStone Paper and Packaging Corporation. The offering is expected to close on December 3, 2018, subject to the satisfaction of customary closing conditions.

The notes and the guarantees have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. As a result, the notes may not be offered or sold within the United States to or for the account or benefit of any U.S. person unless the offer or sale would qualify for a registration exemption under the Securities Act and applicable state securities laws. Accordingly, the notes are being offered only to qualified institutional buyers in accordance with Rule 144A under the Securities Act and to certain persons outside the United States in accordance with Regulation S under the Securities Act.

This press release will not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of, the notes or the guarantees in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.