Nalco Company Announces Receipt of Requisite Consents in Its Consent Solicitation Relating to Its 8 1/4% Senior Notes Due 2017
November 23 2010 - 9:00AM
Nalco Company (NYSE:NLC) (the "Company") announced today that,
pursuant to its previously announced solicitation of consents (the
"Consent Solicitation") from holders of its outstanding 8¼% Senior
Notes due 2017 (the "Notes"), it has received the requisite
consents to amend the indenture relating to the Notes (the
"Indenture") to permit the Company to (i) refinance the portion of
its $465 million aggregate principal amount of 8⅞% senior
subordinated notes due 2013 and €200 million aggregate principal
amount of 9% senior subordinated notes due 2013 that the Company is
not permitted to refinance with senior indebtedness until November
15, 2012 and (ii) modify the Restricted Payments provision
contained in Section 4.04(b)(xviii) of the Indenture that currently
permits the Company to make dividends to its parent company, Nalco
Finance Holdings LLC to make payments of principal and interest on,
and optionally redeem, its 9.0% senior discount notes (the "Senior
Discount Notes"), subject to certain conditions, to clarify that a
refinancing of the Senior Discount Notes may be effected pursuant
to a cash tender, open market repurchases or other methods. The
Consent Solicitation expires at 5:00 p.m., New York City time, on
November 24, 2010 (the "Expiration Date").
The Company has received consents from holders of a majority in
principal amount of Notes, voting as a single class. Accordingly,
the Company has entered into a supplemental indenture reflecting
the amendments described above, and intends to settle the Consent
Solicitation promptly after the Expiration Date.
Any inquiries may be directed to the Information and Tabulation
Agent, D.F. King & Co., Inc., at (800) 967-4607 (toll free).
The Solicitation Agent for the Consent Solicitation is Goldman,
Sachs & Co., at (212) 902-5183 (collect) or (800) 828-3182
(toll free).
This announcement is for information purposes only and is
neither an offer to sell nor a solicitation of an offer to buy any
security. This announcement is also not a solicitation of consents
with respect to the proposed amendments or any securities. No
recommendation is being made as to whether holders of Notes should
consent to the proposed amendments. The solicitation of consents is
not being made in any jurisdiction in which, or to or from any
person to or from whom, it is unlawful to make such solicitation
under applicable state or foreign securities or "blue sky"
laws.
About Nalco
Nalco Company is the world's largest sustainability services
company focused on industrial water, energy and air applications,
delivering significant environmental, social and economic
performance benefits to our customers. We help our customers reduce
energy, water and other natural resource consumption, enhance air
quality, minimize environmental releases and improve productivity
and end products while boosting the bottom line. Together our
comprehensive solutions contribute to the sustainable development
of customer operations.
Nalco is a member of the Dow Jones Sustainability Indexes. More
than 11,500 Nalco employees operate in 150 countries supported by a
comprehensive network of manufacturing facilities, sales offices
and research centers to serve a broad range of end markets. In
2009, Nalco achieved sales of more than $3.7 billion. For more
information visit www.nalco.com.
Follow us on Twitter at www.twitter.com/Nalco_News and
www.twitter.com/NalcoCompany.
The Nalco Company logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=1135
CONTACT: Nalco Company
Investor Contact:
Lisa Curran
630 305 1475
llcurran@nalco.com
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