The Carlyle Group to Acquire Diversey Japan from Sealed Air

Tokyo, Japan – Global alternative asset manager The Carlyle Group (“Carlyle”) and Sealed Air Corporation ("Sealed Air") entered into a definitive agreement on October 30, 2012 (U.S. time) whereby the Carlyle Group will sponsor the management buyout (MBO) of Diversey G.K. (“Diversey Japan”), which will continue to run the operation under the Diversey name. The equity for this investment will come from Carlyle Japan Partners II.

Diversey Japan is one of the major providers of cleaning, sanitation and hygiene products and solutions to institutional customers in the Japanese market.  It distinguishes itself in the industry as the preeminent total solution provider inJapan, combining cleaning and sanitation products with consulting services to improve operational efficiency for its customers. Going forward, Diversey Japan will continue to strengthen its products and services to better meet its customers’ various needs.  Mr. Toshiro Misumi, Executor of Diversey G.K., will assume the position of President and Chief Executive Officer upon closing and take the helm at the newly independent Diversey Japan.

Tamotsu Adachi, Managing Director of The Carlyle Group and Co-head of its Japan Buyout Group, said, “Diversey Japan has a preeminent position in Japan’s stable cleaning and sanitation market.  With its competitive line-up of products and solutions as well as its strong sales network, we believe the company will continue its significant growth in the future.  Diversey Japan’s competitive positioning and high growth potential, combined with its unique business model as a total solution provider, have led us to invest in its future development. We look forward to partnering with Mr. Misumi and the rest of the talented new management team and intend to provide our fullest support to Diversey Japan. Furthermore, we will endeavor as a private equity sponsor to provide support in terms of both business strategy and capital, so that Diversey Japan can achieve a new growth story for the future under the new management structure.”

Toshiro Misumi, who will serve as President and Chief Executive Officer of Diversey Japan, said, “The newly independent Diversey Japan, in cooperation with Carlyle, will have a dedicated organization specifically oriented toward the Japanese market, making it possible for us to respond effectively to our domestic customers’ needs, and also to pursue the best-suited strategies for our local business.  Meanwhile we will continue to collaborate closely with Sealed Air and Sealed Air’s Diversey business, drawing on our shared  network to provide high-quality products and services to our customers.

William V. Hickey, Chair of the Board and Chief Executive Officer of Sealed Air, said, “We are very committed to our strategy of growing our presence in food safety and security, facility hygiene and product protection globally and this transaction allows us to focus our growth and resources in other growth areas in Asia. Diversey Japan is a leader in the Japanese market and we intend to continue our close relationship as we collaborate in areas such as product development, procurement and providing quality service to customers.

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About The Carlyle Group
The Carlyle Group (NASDAQ: CG) is a global alternative asset manager with $156 billion of assets under management across 99 funds and 63 fund of fund vehicles as of June 30, 2012. Carlyle's purpose is to invest wisely and create value. Carlyle invests across four segments - Corporate Private Equity, Real Assets, Global Market Strategies and Fund of Funds Solutions - in Africa, Asia, Australia, Europe, the Middle East, North America and South America. Carlyle has expertise in various industries, including: aerospace, defense & government services, consumer & retail, energy, financial services, healthcare, industrial, technology & business services, telecommunications & media and transportation. The Carlyle Group employs 1,300 people in 32 offices across six continents.  www.carlyle.com; www.youtube.com/onecarlyle; www.twitter.com/onecarlyle

About Diversey G.K.
Diversey G.K. is a leading provider of cleaning, sanitation and hygiene products and solutions to institutional customers in the Japanese market.  Since the establishment of JohnsonJapan in 1962, its products, systems and expertise have made food, drink and facilities safer and more hygienic.  The company serves end-users in the building maintenance, retail, food service, hotel, health care, and food, dairy and beverage sectors.  DiverseyJapan differentiates itself in the industry as a total solution provider, combining detergents, equipment and services while also leveraging its specialized know-how to meets its customers’ various needs.  www.diversey.co.jp

About Sealed Air
Sealed Air is a global leader in food safety and security, facility hygiene and product protection. With widely recognized and inventive brands such as Bubble Wrap® brand cushioning, Cryovac® brand food packaging solutions and Diversey™ brand cleaning and hygiene solutions, Sealed Air offers efficient and sustainable solutions that create business value for customers, enhance the quality of life for consumers and provide a cleaner and healthier environment for future generations. On a pro forma basis, Sealed Air generated revenue of $8.1 billion in 2011, and has approximately 26,300 employees who serve customers in 175 countries. To learn more, visit www.sealedair.com.

MEDIA CONTACTS

The Carlyle Group
Media advisor: Ogilvy Public Relations Worldwide Japan KK
Contact: Yuzo Tomonaga/Kozo Uchida
Tel：03-5793-2376, 2380
E-mail：CarlylePress.Tokyo@ogilvy.com

Sealed Air
Media Contact: Ken Aurichio
Tel: 201-703-4164
E-mail: ken.aurichio@sealedair.com

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