Avery Dennison Prices $400 Million Senior Notes Offering

Avery Dennison Corporation (NYSE: AVY) announced today that it has priced an underwritten public offering of $400 million aggregate principal amount of 5.750% Senior Notes due 2033. The Senior Notes were priced at 99.557% of their principal amount. The offering is expected to close on March 15, 2023, subject to customary closing conditions.

The company intends to use the net proceeds from the offering to repay existing indebtedness under its commercial paper programs, to repay the $250 million aggregate principal amount of its 3.35% senior notes due 2023 when they mature on April 15, 2023 and for general corporate purposes.

The joint book-running managers for this offering are BofA Securities, Inc., Citigroup Global Markets Inc., Mizuho Securities USA LLC, HSBC Securities (USA) Inc. and SMBC Nikko Securities America, Inc., with J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, PNC Capital Markets LLC, Loop Capital Markets LLC, Standard Chartered Bank and Academy Securities, Inc. as co-managers.

The offering is being made pursuant to an effective registration statement (containing a prospectus) that has been filed with the Securities and Exchange Commission (SEC). A preliminary prospectus supplement related to the offering has been filed with the SEC and is available on the SEC’s website at http://www.sec.gov. A copy of the preliminary prospectus supplement and accompanying prospectus may also be obtained by calling BofA Securities, Inc. toll-free at (800) 294-1322, Citigroup Global Markets Inc. toll-free at (800) 831-9146 or Mizuho Securities USA LLC toll-free at (866) 271-7403.

This press release does not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer, solicitation or sale of these securities will be made only by means of the prospectus supplement and the accompanying prospectus.

About Avery Dennison

Avery Dennison Corporation (NYSE: AVY) is a global materials science and digital identification solutions company that provides branding and information labeling solutions, including pressure-sensitive materials, radio-frequency identification (RFID) inlays and tags, and a variety of converted products and solutions. The company designs and manufactures a wide range of labeling and functional materials that enhance branded packaging, carry or display information that connects the physical and the digital, and improve customers’ product performance. The company serves an array of industries worldwide, including home and personal care, apparel, e-commerce, logistics, food and grocery, pharmaceuticals and automotive. The company employs approximately 36,000 employees in more than 50 countries. Reported sales in 2022 were $9.0 billion.

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995

Certain statements contained in this document are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements, and financial or other business targets, are subject to certain risks and uncertainties. Forward-looking statements also include those related to the closing of this offering.

Actual results and trends may differ materially from historical or anticipated results depending on a variety of factors, including but are not limited to, risks and uncertainties relating to our ability to satisfy the conditions to closing the offering.

For a more detailed discussion of these and other factors, see “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2022 Form 10-K, filed with the SEC on February 22, 2023.

The forward-looking statements included in this document are made only as of the date of this document, and we undertake no obligation to update these statements to reflect new, changed or unanticipated events or circumstances, other than as may be required by law.

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