Nutrien Prices Offering of an Aggregate of US$1.5 Billion of 5-Year and 30-Year Senior Notes
March 23 2023 - 4:21PM
Business Wire
Nutrien Ltd. (TSX and NYSE: NTR) today announced the pricing of
US$750 million aggregate principal amount of 4.900 percent senior
notes due March 27, 2028 and US$750 million aggregate principal
amount of 5.800 percent senior notes due March 27, 2053 (together,
the "senior notes"). The offering is expected to close on or about
March 27, 2023, subject to customary closing conditions. The senior
notes, registered under the multi-jurisdictional disclosure system
in Canada and the United States, will not be offered in Canada or
to any resident of Canada.
Nutrien intends to use the net proceeds from this offering to
repay its US$500 million aggregate principal amount of 1.900%
senior notes upon their maturity on May 13, 2023, to reduce
outstanding indebtedness under its short-term credit facilities, to
finance working capital and for general corporate purposes. The
senior notes will be unsecured and rank equally with Nutrien's
existing senior unsecured debt. The joint book-running managers for
the offering are BMO Capital Markets, Citigroup, Morgan Stanley and
Scotiabank.
The offering will be made by way of a prospectus supplement
dated March 23, 2023, to Nutrien's short form base shelf prospectus
dated March 11, 2022, filed with the securities regulatory
authorities in each of the provinces of Canada, which forms a part
of and is included in Nutrien's registration statement on Form
F-10, filed in the United States with the Securities and Exchange
Commission (the "SEC") under the multijurisdictional disclosure
system. A final prospectus supplement in respect of the offering of
the senior notes will be filed with the same regulatory authorities
in Canada and the SEC.
About Nutrien
Nutrien is the world's largest provider of crop inputs and
services, helping to safely and sustainably feed a growing world.
We operate a world-class network of production, distribution and
retail facilities that positions us to efficiently serve the needs
of growers. We focus on creating long-term value for all
stakeholders by advancing our key environmental, social and
governance priorities.
Advisory
The senior notes are being offered in the United States pursuant
to an effective registration statement (including a base shelf
prospectus) filed with the SEC. Nutrien has filed a preliminary
prospectus supplement related to the offering of the senior notes.
Before you invest, you should read the preliminary prospectus
supplement, the accompanying base shelf prospectus and other
documents that are incorporated by reference therein for more
complete information about Nutrien and this offering.
The preliminary prospectus supplement and the accompanying base
shelf prospectus are available for free on the SEC website at
www.sec.gov. Alternatively, the documents may be obtained by
contacting BMO Capital Markets Corp. toll-free at 1-866-864-7760,
Citigroup Global Markets Inc. toll-free at 1-800-831-9146, Morgan
Stanley & Co. LLC at 1-866-718-1649 and Scotia Capital (USA)
Inc at 1-800-372-3930.
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
senior notes in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of such jurisdiction.
Forward-Looking Statements
Certain statements and other information included in this press
release constitute "forward-looking information" or
"forward-looking statements" (collectively, "forward-looking
statements") under applicable securities laws (such statements are
often accompanied by words such as "should", "could", "expect",
"may", "anticipate", "forecast", "believe", "intend", "estimate",
"plan" or other similar words). All statements in this press
release, other than those relating to historical information or
current conditions, are forward-looking statements, including, but
not limited to, forecasts and statements as to management's
expectations with respect to, among other things, the intended use
of proceeds of the offering and the timing of closing of the
offering. Such forward-looking statements involve known and unknown
risks and uncertainties, many of which are beyond our control, as
well as various assumptions and business sensitivities, including
the impact of extraordinary external events, such as the impacts,
direct and indirect, of the conflict between Ukraine and Russia and
the COVID-19 pandemic on global supply and demand, energy and
commodity prices, interest rates, our business, customers, business
partners, employees, supply chain, other stakeholders and the
overall global economy, as well as those risk factors referred to
in the preliminary prospectus supplement referenced in this press
release and those referred to under the heading "Risk Factors" in
Nutrien's annual information form for the year ended December 31,
2022 and under the heading "Key Enterprise Risks" in Nutrien's
management's discussion and analysis for the year ended December
31, 2022, which may cause actual results, performance or
achievements of Nutrien, which includes the offering being delayed
or not completed, to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. Nutrien disclaims any intention or
obligation to update or revise any forward-looking statements in
this press release as a result of new information or future events,
except as may be required under applicable Canadian securities
legislation or applicable U.S. federal securities law. These
forward-looking statements are based on certain assumptions and
analyses made by us in light of our experience and perception of
historical trends, current conditions and expected future
developments as well as other factors we believe are appropriate in
the circumstances. All of the forward-looking statements contained
herein are qualified by these cautionary statements and by the
assumptions that are stated or inherent in such forward-looking
statements. Although we believe these assumptions are reasonable,
undue reliance should not be placed on these assumptions and such
forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20230323005699/en/
For Further Information: Investor Relations: Jeff
Holzman Vice President, Investor Relations (306) 933-8545
Investors@nutrien.com Media Relations: Megan Fielding Vice
President, Brand & Culture Communications (403) 797-3015
Contact us at: www.nutrien.com
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