WILMINGTON, Del., June 4, 2018 /PRNewswire/ -- The Chemours Company
("Chemours") (NYSE: CC), a global chemistry company with
leading market positions in fluoroproducts, chemical solutions and
titanium technologies, today announced the early tender results as
of 5:00 p.m., New York City time, on June 4, 2018 (the "Early Tender Deadline")
of its previously announced tender offer (the "Tender
Offer") to purchase for cash any and all of its outstanding
6.125% senior notes due 2023 (the "Notes").
In connection with the Tender Offer, Chemours also announced the
results as of the Early Tender Deadline of its previously announced
solicitation of consents (the "Consents") from holders of
the Notes (the "Consent Solicitation") to the proposed
amendments to the indenture, dated as of May
12, 2015 (the "Base Indenture"), as
supplemented by the third supplemental indenture (the "Third
Supplemental Indenture"), dated May 12,
2015, which governs the Notes (the Third Supplemental
Indenture, together with the Base Indenture, the
"Indenture"), providing for the shortening of the minimum
notice periods under the Indenture for the optional redemption of
the Notes by Chemours (the "Proposed Amendments").
Concurrently with this press release, Chemours also announced the
early tender results of its previously announced tender offer and
consent solicitation with respect to up to $250,000,000 of its 6.625% Senior Notes due
May 15, 2023.
The terms and conditions of the Tender Offer and Consent
Solicitation are described in an Offer to Purchase and Consent
Solicitation Statement, dated May 21,
2018 (the "Offer to Purchase and Consent Solicitation
Statement").
The aggregate principal amount of Notes validly tendered and not
validly withdrawn at or prior to the Early Tender Deadline (the
"Early Tender Notes"), as well as the percent of the
aggregate principal amount of Notes outstanding constituting Early
Tender Notes, is set forth in the columns entitled "Aggregate
Principal Amount of Early Tender Notes" and "Percent of Outstanding
Principal Amount Tendered," respectively, in the table below. The
consideration being offered for any such Early Tender Notes
accepted for purchase in the Tender Offer and Consent Solicitation
is also set forth in the table below:
CUSIP /
ISIN
|
Outstanding
Principal Amount
|
Title
of
Notes
|
Aggregate
Principal Amount of Early Tender Notes
|
Percent of
Outstanding Principal Amount Tendered
|
Early Tender
Payment(1)(2)
|
Tender Offer
Consideration(1)(3)
|
Total
Consideration (1)(3)
|
Registered
Notes:
Common Code:
138278352
ISIN:
XS1382783527
Rule 144A
Notes:
Common Code:
122630765
ISIN:
XS1226307657
Regulation S
Notes:
Common Code: 122629660
ISIN:
XS1226296603
|
€294,679,000
|
6.125%
Senior
Notes due
May 15,
2023
|
€185,471,000
|
62.94%
|
€30.00
|
€1,018.75
|
€1,048.75
|
(1)
Per €1,000 principal amount of Early Tender Notes accepted for
purchase.
(2)
Included in the Total Consideration for Early Tender Notes
accepted for
purchase.
(3)
Does not include accrued and unpaid interest that will be paid
on the Early Tender Notes accepted for purchase.
The Tender Offer and Consent Solicitation will expire at
Midnight, New York City time, at
the end of June 18, 2018, unless
extended or earlier terminated by Chemours (the "Expiration
Date"). No tenders submitted after the Expiration Date
will be valid. Subject to the terms and conditions of the
Tender Offer and Consent Solicitation, holders of the Early Tender
Notes will receive the Total Consideration set forth in the table
above, which includes the Early Tender Payment set forth in the
table above. Holders of Notes tendering their Notes after the
Early Tender Deadline and prior to the Expiration Date will only be
eligible to receive the Tender Offer Consideration set forth in the
table above, which is the Total Consideration less the Early Tender
Payment.
The Early Settlement Date (as defined in the Offer to Purchase
and Consent Solicitation Statement) for the Early Tender Notes is
expected to be on June 6, 2018 (the
"Early Settlement Date"). Any Notes validly tendered and
related consents validly delivered after the Early Tender Deadline
may not be withdrawn or revoked, except as required by law. Subject
to the satisfaction or waiver of the conditions to the Tender Offer
and Consent Solicitation, Chemours expects to accept for purchase
any remaining Notes that have been validly tendered and not validly
withdrawn after the Early Tender Deadline and at or prior to the
Expiration Date promptly following the Expiration Date on the Final
Settlement Date (as defined in the Offer to Purchase and Consent
Solicitation Statement), which is expected to occur two business
days following the Expiration Date, or as promptly as practicable
thereafter.
In addition, holders of all Notes validly tendered and accepted
for purchase pursuant to the Tender Offer and Consent Solicitation
will receive accrued and unpaid interest on such Notes from the
last interest payment date with respect to such Notes to, but not
including, the Early Settlement Date or the Final Settlement Date,
as applicable.
Chemours' obligations to accept Notes and Consents on the Early
Settlement Date or the Final Settlement Date, as applicable, are
subject to, and conditioned upon, the satisfaction or waiver of
certain conditions described in the Offer to Purchase and Consent
Solicitation Statement, including, among others, Chemours
consummating the New Debt Financing (as defined in the Offer to
Purchase and Consent Solicitation Statement) on terms satisfactory
to it, and having funds available therefrom that will allow it to
purchase the Notes pursuant to the Tender Offer and Consent
Solicitation.
In addition, because Chemours received Consents in respect of a
majority of the aggregate principal amount of the Notes then
outstanding (excluding Notes held by Chemours or its affiliates)
(the "Requisite Consents") as of the Early Tender Deadline,
Chemours expects to execute and deliver a supplemental indenture to
the Indenture giving effect to the Proposed Amendments promptly
after accepting for purchase the Early Tender Notes on the Early
Settlement Date. The Proposed Amendments are expected to
become operative on the Early Settlement Date, after which Chemours
intends to issue a notice of redemption to redeem all of the Notes
not purchased pursuant to the Tender Offer and Consent Solicitation
on the earliest date following the Early Settlement Date.
This press release does not constitute an offer to sell, or a
solicitation of an offer to buy, any security. No offer,
solicitation, or sale will be made in any jurisdiction in which
such an offer, solicitation, or sale would be unlawful. This
press release shall not constitute a notice of redemption under the
Indenture or an obligation to issue a notice of redemption.
Citigroup Global Markets Inc. is the dealer manager (the
"Dealer Manager") in the Tender Offer and Consent
Solicitation. Global Bondholder Services Corporation has been
retained to serve as both the depositary and the information agent
(the "Depositary and Information Agent") for the Tender
Offer and Consent Solicitation. Questions regarding the
Tender Offer and Consent Solicitation should be directed to
Citigroup Global Markets Inc. at (800) 558-3745 (U.S.
Toll-Free) or (212) 723-6106 (Collect). Requests for
copies of the Offer to Purchase and Consent Solicitation
Statement and other related materials should be directed to Global
Bondholder Services Corporation at (email) contact@gbsc-usa.com,
(866) 470-4200 (U.S. Toll-Free), (212) 430-3774 (Banks
and Brokers) or at http://www.gbsc-usa.com/Chemours/ (website).
None of Chemours, its board of directors, the Dealer Manager,
the Depositary and Information Agent, the Trustee under the
Indenture, the Paying Agent under the Indenture or the Registrar
and Transfer Agent under the Indenture or any of Chemours'
affiliates, makes any recommendation as to whether holders of the
Notes should tender any Notes in response to the Tender Offer and
Consent Solicitation. The Tender Offer and Consent
Solicitation are made only by the Offer to Purchase and Consent
Solicitation Statement. The Tender Offer and Consent
Solicitation are not being made to holders of Notes in any
jurisdiction in which the making or acceptance thereof would not be
in compliance with the securities, blue sky or other laws of such
jurisdiction. In any jurisdiction in which the Tender Offer
and Consent Solicitation are required to be made by a licensed
broker or dealer, the Tender Offer and Consent Solicitation will be
deemed to be made on behalf of Chemours by the Dealer Manager or
one or more registered brokers or dealers that are licensed under
the laws of such jurisdiction.
About The Chemours Company
The Chemours Company
(NYSE: CC) helps create a colorful, capable and cleaner world
through the power of chemistry. Chemours is a global leader
in fluoroproducts, chemical solutions and titanium technologies,
providing its customers with solutions in a wide range of
industries with market-defining products, application expertise and
chemistry-based innovations. Chemours ingredients are found
in plastics and coatings, refrigeration and air conditioning,
mining and general industrial manufacturing. Our flagship
products include prominent brands such as Teflon™, Ti-Pure™,
Krytox™, Viton™, Opteon™, Freon™ and Nafion™. Chemours has
approximately 7,000 employees and 26 manufacturing sites serving
approximately 4,000 customers in North
America, Latin America,
Asia-Pacific and Europe. For
more information, please visit chemours.com, or follow us on
Twitter @Chemours, or LinkedIn.
Forward Looking Statements
This press release contains
certain forward-looking information and forward-looking statements
as defined in applicable securities laws (collectively referred to
as "forward-looking statements"). Forward-looking
statements include: statements regarding the terms and timing for
completion of the Tender Offer and Consent Solicitation, including
the acceptance for purchase of any Notes validly tendered and any
related Consents validly delivered, the expected Expiration Date
and applicable Settlement Date for each of the Early Tender Date
and the Expiration Date, and the satisfaction or waiver of certain
conditions of the Tender Offer and Consent Solicitation and
statements regarding the terms and timing of the New Debt Financing
and the redemption of the Notes.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors, which may cause the actual
results, performance or achievements of Chemours to be materially
different from those expressed or implied by the forward-looking
statements. Factors that may cause actual results to vary
include, but are not limited to, failure to consummate the New Debt
Financing intended to satisfy the conditions of the Tender Offer
and Consent Solicitation, conditions in financial markets and
investor response to Chemours' Tender Offer and Consent
Solicitation.
Readers are cautioned against unduly relying on forward-looking
statements. Forward-looking statements are made as of the
date of the relevant document and, except as required by law,
Chemours undertakes no obligation to revise or update, publicly or
otherwise, any forward-looking statements, whether as a result of
new information or future events or otherwise.
CONTACT:
MEDIA
Alvenia
Scarborough
Sr. Director, Brand Marketing and Corporate Communications
+1.302.773.4507
media@chemours.com
INVESTORS
Jonathan
Lock
VP, Corporate Development and Investor Relations
+1.302.773.2263
investor@chemours.com
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SOURCE The Chemours Company