Nalco Company Announces Offering of $1.0 Billion of Senior Notes Due 2019
December 07 2010 - 9:40PM
Nalco Company (NYSE:NLC) ("Nalco" or the "Company") today announced
that it intends to offer, in a private offering subject to market
and other conditions, $1.0 billion aggregate principal amount of
senior notes due 2019, a portion of which is expected to be
denominated in euros (the "notes"). Obligations under the notes
will be guaranteed by Nalco Holdings LLC and all of the Company's
existing and future domestic subsidiaries that guarantee the
Company's senior secured credit facilities and existing senior
unsecured notes. The Company intends to use the net proceeds
from the offering, along with cash on hand, to (i) repurchase the
Company's $465 million aggregate principal amount of 8⅞% senior
subordinated notes due 2013, (ii) repurchase the Company's €200
million aggregate principal amount of 9% senior subordinated notes
due 2013, (iii) pay a dividend to Nalco Finance Holdings LLC, our
direct parent, to finance the repurchase of approximately $260.8
million of 9.0% senior discount notes co-issued by Nalco Finance
Holdings LLC and Nalco Financing Holdings, Inc. and (iv) pay
related fees and expenses, including premiums, in connection
therewith.
The notes will be offered only to qualified institutional buyers
under Rule 144A of the Securities Act of 1933, as amended (the
"Securities Act"), and to certain non-U.S. persons in transactions
outside the United States under Regulation S of the Securities
Act. The initial issuance and sale of the notes will not be
registered under the Securities Act, and, the notes may not be
offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
Securities Act and other applicable 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
notes, in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction.
The Nalco Company logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=1135
Safe Harbor Statement
This press release may include information that could constitute
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Any such
forward-looking statements may involve risk and uncertainties that
could cause actual results to differ materially from any future
results encompassed within the forward-looking
statements. Factors that could cause or contribute to such
differences include those matters disclosed in Nalco Holding
Company's Securities and Exchange Commission filings. Past
results of are not necessarily indicative of its future results
CONTACT: Nalco Company
Media Contact:
Charlie Pajor
630 305 1556
cpajor@nalco.com
Investor Contact:
Lisa Curran
630 305 1475
llcurran@nalco.com
1601 West Diehl Road
Naperville, IL 60563-1198
www.nalco.com
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