Commentary & Deal Flow

Smurfit Westrock Financing DAC (SW) exp Baa2/BBB/BBB+ (p/s/s) US$ benchmark SEC registered long 10y Green Sr Notes due 1/15/36. MWC then 3mos par call. 101 CoC. Citi (B&D)/CACIB/Miz/WFS joint active books. Passive: ING/JPM/PNC/RBC/SMBC. Sr co-mgrs: Barc, BNP, Commerz, Danske, DB, Goodbody, Lloyds, NWG, Rabobank, Sant, Scotia, SEB, TD. Co-mgrs: BoC, Regions, SIEWIL, Bank of Ireland. Guarantor: Smurfit WestRock PLC. Denoms: 200,000 x 1,000. Sale into Canada: Yes - Exemption. Governing Law: New York Law. Listing: Global Exchange Market (GEM) of Euronext Dublin. UOP: the Issuer intends to (a) use the net proceeds from this Offering (i) to redeem the outstanding $500.0 million in aggregate principal amount of WRKCo 2027 Notes in full at the applicable redemption price set forth in the indenture governing the WRKCo 2027 Notes and (ii) for general corporate purposes, including the repayment of other indebtedness; and (b) use an amount equivalent to the proceeds of the Offering to finance or refinance a portfolio of Eligible Green Projects in accordance with Smurfit Westrock’s Green Finance Framework, which they may, in the future, update in line with developments in the market. WRKCo intends to issue the redemption notice for the WRKCo 2027 Notes following the pricing of the Offering. Subject to market conditions, the Company may offer euro-denominated senior notes (the “Euro Notes”) pursuant to a separate prospectus supplement (the “Concurrent Offering”). Pricing 11/17. Settle 11/21 (T+4). CUSIP: 83272YAC6. ISIN: US83272YAC66.

IPTs: T+135 area.

GUIDANCE: T+105#.