Pactiv to Acquire Prairie Packaging, Inc.

Lake Forest, Illinois, USA, 12 April 2007 –- Pactiv Corporation (NYSE: PTV) today announced an agreement to acquire the stock of Prairie Packaging, Inc., a leading manufacturer of disposable tableware products.

Prairie's 2007 sales are expected to be approximately USD 500 million, continuing its track record of strong double-digit annual growth. The acquisition is expected to be modestly accretive to earnings per share and free cash flow in 2007 and will be a more significant contributor in 2008. Pactiv anticipates the earnings per share accretion in 2007 will be in a range of USD 0.02 to USD 0.04, including estimated annualized synergies of USD 15 million. The transaction is expected to close in the second quarter and is subject to normal regulatory approvals and customary conditions to closing.

The purchase price of the acquisition is USD 1 billion, which represents approximately seven times Prairie's projected 2007 EBITDA of USD 116 million, plus tax benefits related to the treatment of the transaction as an asset acquisition for tax purposes. The transaction is expected to generate a return well in excess of Pactiv's cost of capital.

Prairie manufactures a broad range of tableware and foodservice products, including drink cups, portion cups, containers, cutlery, plates, and bowls. The company operates five manufacturing facilities in the United States and employs approximately 1200 people.

"Prairie Packaging is one of the premier manufacturers of foodservice and consumer disposable tableware products," said Richard L. Wambold, chairman and chief executive officer of Pactiv Corporation. "The company has a solid track record of consistent organic sales growth, high margins, and strong cash flow generation. The company also has great people, operates well capitalized, state-of-the-art manufacturing facilities, and has a history of outstanding customer service. The acquisition of Prairie is consistent with our strategy and is right in Pactiv's strike zone. This transaction represents a logical extension of our product offering and is an excellent fit with both of our Foodservice and Consumer segments, our customer base, and Pactiv's "one-face-to-the-customer" operating model," Wambold concluded.

The North American plastic cup and cutlery market has approximately USD 3 billion in annual sales, with a projected growth rate of more than 5% annually through 2010. Both the consumer and foodservice segments of this market are growing strongly.

Pactiv held a conference call on 12 April 12 to discuss this acquisition. A replay of the call will be available until 11:59 p.m. Eastern time 10 May. To access the replay, dial 201-612-7415. The account number is 3055 and the conference ID number is 238286.

In addition, the conference call will be broadcast on Pactiv's website, www.pactiv.com. To listen to the call, select "investor relations" and then press the live web cast link. Listeners should go to the website at least 15 minutes prior to the start of the call to register, download, and install any necessary audio software.

A replay of the call also will be available at www.pactiv.com and www.viavid.net through May 10. To listen to the conference call, follow the instructions contained in the previous paragraph.

Company Information

Pactiv Corporation (NYSE: PTV) is a leader in the consumer and foodservice/food packaging markets it serves. With 2006 sales of USD 2.9 billion, Pactiv derives more than 80% of its sales from market sectors in which it holds the No. 1 or No. 2 market-share position. Pactiv's Hefty® brand products include waste bags, slider storage bags, disposable tableware, and disposable cookware. Pactiv's foodservice/food packaging offering is one of the broadest in the industry, including both custom and stock products in a variety of materials. For more information, visit www.pactiv.com.