AKRON, Ohio, May 4, 2015 /PRNewswire/ -- A. Schulman, Inc.
(Nasdaq: SHLM), an international supplier of high-performance
plastic compounds, powders and resins, today announced that it had
closed its previously announced registered public offering in the
amount of $125 million aggregate
liquidation preference of 6.00% Cumulative Perpetual Convertible
Special Stock, which includes $15
million of shares as a result of the underwriters for the
offering fully exercising their option to purchase additional
shares. Each share of Cumulative Perpetual Convertible
Special Stock has a liquidation preference of $1,000 and is initially convertible at
approximately 25% above the closing price of the Company's common
stock on the NASDAQ Global Select Market on April 28, 2015, or approximately $52.33 per share of the Company's common
stock.
The Company intends to use the net proceeds from the 6.00%
Cumulative Perpetual Convertible Special Stock offering to fund a
portion of the cash consideration to be paid in its proposed
acquisition (the "Acquisition") of HGGC Citadel Plastics Holdings,
Inc. ("Citadel") and to pay transaction-related fees and
expenses. In the event the Company does not consummate the
Acquisition, it intends to use the net proceeds from the 6.00%
Cumulative Perpetual Convertible Special Stock offering for general
corporate purposes, including, without limitation, the repayment of
indebtedness.
J.P. Morgan Securities LLC and BofA Merrill Lynch served as
joint book-running managers for the offering. Commerz Markets
LLC, BBVA Securities Inc., Citigroup Global Markets Inc. and RBS
Securities Inc. served as co-managers for the offering.
The offering was made only by means of a prospectus supplement
and the accompanying prospectus. A copy of the final prospectus
supplement and accompanying prospectus relating to this offering
may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attn: Equity Syndicate
Desk, telephone: (866) 803-9204 or BofA Merrill Lynch at 222
Broadway, New York, NY 10038,
Attn: Prospectus Department, or by emailing
dg.prospectus_requests@baml.com.
This release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor will there be
any sale of these securities in any state or jurisdiction in which
such an offer, solicitation or sale is not permitted. A
registration statement relating to these securities has been filed
with the Securities and Exchange Commission and is effective.
About A. Schulman, Inc.
A. Schulman,
Inc. is an international supplier of high-performance plastic
compounds and resins headquartered in Akron, Ohio. Since 1928, the Company has been
providing innovative solutions to meet its customers' demanding
requirements. The Company's customers span a wide range of markets
such as packaging, mobility, building & construction,
electronics & electrical, agriculture, personal care &
hygiene, sports, leisure & home, custom services and others.
The Company employs approximately 3,900 people and has 42
manufacturing facilities globally. A. Schulman reported
net sales of approximately $2.5 billion for the fiscal
year ended August 31, 2014.
Cautionary Statements
A number of the matters
discussed in this release that are not historical or current facts
deal with potential future circumstances and developments and may
constitute "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking
statements can be identified by the fact that they do not relate
strictly to historic or current facts and relate to future events
and expectations. Forward-looking statements contain such words as
"anticipate," "estimate," "expect," "project," "intend," "plan,"
"believe," and other words and terms of similar meaning in
connection with any discussion of future operating or financial
performance. Forward-looking statements are based on management's
current expectations and include known and unknown risks,
uncertainties and other factors, many of which management is unable
to predict or control, that may cause actual results, performance
or achievements to differ materially from those expressed or
implied in the forward-looking statements. Any forward-looking
statement speaks only as of the date on which such statement is
made, and we undertake no obligation, and specifically decline any
obligation, other than that imposed by law, to publicly update or
revise any forward-looking statements whether as a result of new
information, future events or otherwise.
Risk factors and uncertainties that may cause actual results to
differ materially from expected results include, among
others: our ability to successfully integrate Citadel into
our operations; our ability to achieve fully the strategic and
financial objectives related to the Acquisition; and unexpected
costs or liabilities that may arise from the Acquisition or our
ownership or operation of Citadel.
Additional risk factors and uncertainties that may cause actual
results to differ materially from expected results include, among
others:
- worldwide and regional economic, business and political
conditions, including continuing economic uncertainties in some or
all of the Company's major product markets or countries where the
Company has operations;
- the effectiveness of the Company's efforts to improve operating
margins through sales growth, price increases, productivity gains,
and improved purchasing techniques;
- competitive factors, including intense price competition;
- fluctuations in the value of currencies in areas where the
Company operates;
- volatility of prices and availability of the supply of energy
and raw materials that are critical to the manufacture of the
Company's products, particularly plastic resins derived from oil
and natural gas;
- changes in customer demand and requirements;
- effectiveness of the Company to achieve the level of cost
savings, productivity improvements, growth and other benefits
anticipated from acquisitions and the integration thereof, joint
ventures and restructuring initiatives;
- escalation in the cost of providing employee health care;
- uncertainties regarding the resolution of pending and future
litigation and other claims;
- the performance of the global automotive market as well as
other markets served;
- further adverse changes in economic or industry conditions,
including global supply and demand conditions and prices for
products;
- operating problems with our information systems as a result of
system security failures such as viruses, cyber-attacks or other
causes;
- our ability to consummate the Acquisition and the timing of the
closing of the Acquisition for any reason, whether or not the fault
of the Company;
- the failure to obtain the necessary financing, including the
debt we expect to incur, in connection with the Acquisition for any
reason, whether or not the fault of the Company;
- the impact of any indebtedness incurred to finance the
Acquisition;
- integration of the business of Citadel with our existing
business, including the risk that the integration will be more
costly or more time consuming and complex or simply less effective
than anticipated;
- our ability to achieve the anticipated synergies, cost savings
and other benefits from the Acquisition;
- transaction and acquisition-related costs incurred in
connection with the Acquisition and related transactions; and
- substantial time devoted by management to the integration of
Citadel after the closing of the Acquisition.
The risks and uncertainties identified above are not the only
risks the Company faces. Additional risk factors that could affect
the Company's performance are set forth in the Company's Annual
Report on Form 10-K for the fiscal year ended August 31, 2014,
as amended and superseded in part by the Company's Current Report
on Form 8-K filed on April 27, 2015.
In addition, risks and uncertainties not presently known to the
Company or that it believes to be immaterial also may adversely
affect the Company. Should any known or unknown risks or
uncertainties develop into actual events, or underlying assumptions
prove inaccurate, these developments could have material adverse
effects on the Company's business, financial condition and results
of operations.
SHLM_All
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SOURCE A. Schulman, Inc.