Mercer International Inc. Announces Pricing of Private Add-On Offering of Senior Notes
March 16 2017 - 11:55AM
Mercer International Inc. (Nasdaq:MERC) (TSX:MERC.U) (the
"Company") today announced the pricing of its previously announced
offering of $25.0 million aggregate principal amount of 6.500%
senior notes due 2024 (the "Additional Notes"). The Additional
Notes are being offered and sold to qualified institutional buyers
in reliance on Rule 144A under the Securities Act of 1933, as
amended (the "Securities Act"), and outside the United States to
non-U.S. persons in reliance on Regulation S under the Securities
Act.
The Additional Notes are being issued at a price
of 100% of their principal amount, plus accrued interest, if any,
from February 3, 2017. The net proceeds from the offering, along
with cash on hand, will be used to finance the Company's
acquisition of substantially all of the assets comprising a sawmill
and bio-mass power plant located near Friesau, Germany and for
general working capital purposes.
The Additional Notes are being offered as
additional notes under the indenture, dated as of February 3, 2017,
pursuant to which the Company previously issued $225 million
aggregate principal amount of 6.500% senior notes due 2024 (the
"Existing Notes"). The Additional Notes will have the same
CUSIP number as, and are expected to be fully fungible with, rank
equally with and form a single series with, the Existing
Notes. The offering of the Additional Notes is expected to
close on or around March 27, 2017, subject to the satisfaction of
customary closing conditions.
The Additional Notes have not been registered
under the Securities Act, or any state securities laws, and unless
so registered, may not be offered or sold in the United States
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and
applicable state securities laws. This press release shall
not constitute an offer to sell or the solicitation of an offer to
buy, nor shall there be any sale of the Additional Notes in any
state or jurisdiction in which such offer, solicitation or sale
would be unlawful.
Mercer International Inc. is a global pulp
manufacturing company.
The preceding contains "forward looking
statements" within the meaning of federal securities laws and is
intended to qualify for the safe harbor from liability established
by the Private Securities Litigation Reform Act of 1995, including,
without limitation, statements regarding preliminary estimated
financial results, the Company's intentions regarding the
consummation of the offering of Additional Notes, the intended use
of proceeds and the Company's proposed acquisition. "Forward
looking statements" involve unknown risks and uncertainties which
may cause the Company's actual results in future periods to differ
materially from forecasted results. These statements are based on
the Company's management's estimates and assumptions with respect
to future events, which include uncertainty as to its ability to
consummate the offering of Additional Notes or complete its
proposed acquisition, which estimates are believed to be
reasonable, though inherently uncertain and difficult to predict. A
discussion of factors that could cause actual results to vary is
included in the Company's Annual Report on Form 10-K and other
periodic reports filed with the Securities and Exchange
Commission.
APPROVED BY:
Jimmy S.H. Lee
Executive Chairman
(604) 684-1099
David M. Gandossi, FCPA, FCA
Chief Executive Officer
(604) 684-1099
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