on a day that is not a business day, the payment will be made on the following business day, and no interest shall accrue for the intervening period. For these purposes, a business
day is any day that is not a Saturday, a Sunday or a day on which banking institutions in any of New York, New York or Houston, Texas is authorized or obligated by law, regulation or executive order to remain closed.
The notes will be issued in denominations of $2,000 and integral multiples of $1,000 in excess thereof in book-entry form only. See Book-Entry,
Clearance and Settlement.
Ranking
The notes
will be senior unsecured obligations of Westlake and will rank equally in right of payment with all existing and future unsecured and unsubordinated obligations of Westlake. As of June 30, 2021, we had an aggregate of approximately
$3.6 billion of unsecured and unsubordinated indebtedness, consisting primarily of seven series of our senior notes.
The notes will effectively rank
junior to all existing and future secured indebtedness of Westlake to the extent of the value of the assets securing such indebtedness. As of June 30, 2021, Westlake did not have any secured indebtedness. As of June 30, 2021, Westlake had
no borrowings outstanding and no outstanding letters of credit under its revolving credit facility and had $1.0 billion of borrowing availability under its revolving credit facility. In the event of any distribution or payment of
Westlakes or its subsidiaries assets in any foreclosure, dissolution, winding-up, liquidation, reorganization or other bankruptcy proceeding, holders of secured indebtedness will have prior claim
to such assets that constitute their collateral.
Holders of the notes will participate ratably with all holders of our senior unsecured indebtedness, and
potentially with all of our other general creditors, based upon the respective amounts owed to each holder or creditor, in our remaining assets. See Risk FactorsRisks Relating to the NotesA holders right to receive payments
on the notes is effectively subordinated to the rights of our future secured creditors to the extent of their collateral.
In addition, none of our
subsidiaries will guarantee the notes and the notes are structurally subordinated to the existing and future obligations of our subsidiaries. As of June 30, 2021, our subsidiaries had $45 million of outstanding long-term indebtedness. We
may in the future incur indebtedness guaranteed by our subsidiaries. In the event of a bankruptcy, liquidation or reorganization of any of these subsidiaries, that subsidiary will pay the holders of its debt, the holders of any of our debt which is
guaranteed by such subsidiary and its trade creditors before it will be able to distribute any of its assets to us. Accordingly, the notes will be effectively subordinated to creditors, including trade creditors, if any, of our subsidiaries. See
Risk FactorsRisks Relating to the NotesOur holding company structure may affect our ability to make payments on the notes. Holders of notes may be structurally subordinated to the creditors of our subsidiaries.
Optional Redemption
At any time on or
after , 2022, the 2024 notes will be redeemable at our option, in whole or in part, in principal amounts of $1,000 and integral multiples of $1,000 in excess thereof, provided
that the unredeemed portion of a note must be in a minimum principal amount of $2,000, at a redemption price equal to 100% of the principal amount of the 2024 notes being redeemed, plus accrued and unpaid interest, if any, to, but not including, the
redemption date. We do not have the right to redeem the 2024 notes prior to , 2022.
The 2041 notes, the 2051 notes and the 2061 notes will be redeemable at our option, in whole or in part, at any time and from time to time prior to
(a) , 20 in the case of the 2041 notes (six (6) months prior to the maturity date of the 2041 notes) (the 2041 Par Call Date),
(b) , 20 in the case of the 2051 notes (six (6) months prior to the maturity date of the 2051 notes) (the 2051 Par Call Date), and
(c) , 20 in the case of the 2061 notes (six (6) months prior to the maturity date of the 2061 notes) (the 2061 Par Call Date; each of the
2041 Par Call Date, the 2051 Par Call Date and the 2061 Par Call Date, a Par Call Date), in principal amounts of $1,000 and integral multiples of $1,000 in excess thereof, provided that the unredeemed portion of a note must be in a
minimum principal amount of $2,000, at a redemption price equal to the greater of:
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100% of the principal amount of the notes of such series being redeemed; and
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