WILMINGTON, Del., Nov. 25, 2020 /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 November 25, 2020 (the "Early Tender
Deadline") of its previously announced tender offer (the
"Tender Offer") to purchase for cash any and all of its
outstanding 6.625% 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 first supplemental indenture (the "First
Supplemental Indenture"), dated May 12,
2015, which governs the Notes (the First 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").
The terms and conditions of the Tender Offer and Consent
Solicitation are described in an Offer to Purchase and Consent
Solicitation Statement, dated November 12,
2020 (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validly withdrawn at or prior to the Early Tender Deadline (the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: CUSIP:
163851AB4
ISIN:
US163851AB45
Rule 144A
Notes: CUSIP:
163851AA6
ISIN:
US163851AA61
Regulation S
Notes:
CUSIP:
U16309AA1
ISIN:
USU16309AA13
|
$907,910,000
|
6.625%
Senior
Notes
due
May 15,
2023
|
$781,354,000
|
86.06%
|
$30.00
|
$987.94
|
$1,017.94
|
|
|
|
|
|
|
|
|
|
(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 December 10, 2020, 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 November 27, 2020.
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 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.
J.P. Morgan Securities LLC is the dealer manager and
solicitation agent (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
J.P. Morgan Securities LLC at (866) 834-2045 (Toll Free).
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 contact@gbsc-usa.com (email), (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) 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™.
In 2019, Chemours was named to Newsweek's list of America's Most
Responsible Companies. The company has approximately 7,000
employees and 30 manufacturing sites serving approximately 3,700
customers in over 120 countries. Chemours is headquartered
in Wilmington, Delaware and is listed on the NYSE under
the symbol CC.
Forward Looking Statements
This press release contains
forward-looking statements, within the meaning of the safe harbor
provisions of the U.S. Private Securities Litigation Reform Act of
1995, which involve risks and uncertainties. Forward-looking
statements provide current expectations of future events based on
certain assumptions and include any statement that does not
directly relate to a historical or current fact. The words
"believe," "expect," "will," "anticipate," "plan," "estimate,"
"target," "project" and similar expressions, among others,
generally identify "forward-looking statements," which speak only
as of the date such statements were made.
These forward-looking statements may address, among other
things, the outcome or resolution of any pending or future
environmental liabilities, the commencement, outcome or resolution
of any regulatory inquiry, investigation or proceeding, the
initiation, outcome or settlement of any litigation, changes in
environmental regulations in the U.S. or other jurisdictions that
affect demand for or adoption of our products, anticipated future
operating and financial performance, business plans, prospects,
targets, goals and commitments, capital investments and projects,
plans for dividends or share repurchases, sufficiency or longevity
of intellectual property protection, cost reductions or savings
targets, plans to increase profitability and growth, our ability to
make acquisitions, integrate acquired businesses or assets into our
operations, achieve anticipated synergies or cost savings, 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 Early Tender Deadline, Expiration Date and Settlement
Dates thereof, and the satisfaction or waiver of certain conditions
of the Tender Offer and Consent Solicitation and statements
regarding the terms or timing of the New Debt Financing and the
redemption of the Notes, all of which are subject to substantial
risks and uncertainties that could cause actual results to differ
materially from those expressed or implied by such statements.
Forward-looking statements are based on certain assumptions and
expectations of future events that may not be accurate or realized.
These statements are not guarantees of future performance.
Forward-looking statements also involve risks and uncertainties
that are beyond Chemours' control. Factors that may cause
actual results to vary include, but are not limited to, conditions
in financial markets and investor response to Chemours' Tender
Offer and Consent Solicitation and inadequate investor response on
adequate terms to the New Debt Financing intended to satisfy the
condition to the Tender Offer and Consent Solicitation. In
addition, the current COVID-19 pandemic has significantly impacted
the national and global economy and commodity and financial
markets. The full extent and impact of the pandemic is unknown and
to date has included extreme volatility in financial and commodity
markets, a significant slowdown in economic activity, and increased
predictions of a global recession. The public and private sector
response has led to significant restrictions on travel, temporary
business closures, quarantines, stock market volatility, and a
general reduction in consumer and commercial activity globally.
Matters outside our control have affected our business and
operations and may or may continue to limit travel of employees to
our business units domestically and internationally, adversely
affect the health and welfare of our personnel, significantly
reduce the demand for our products, hinder our ability to provide
goods and services to customers, cause disruptions in our supply
chains, adversely affect our business partners or cause other
unpredictable events.
Additionally, there may be other risks and uncertainties that
Chemours is unable to identify at this time or that Chemours does
not currently expect to have a material impact on its business.
Factors that could cause or contribute to these differences include
the risks, uncertainties and other factors discussed in our filings
with the U.S. Securities and Exchange Commission, including in our
Quarterly Report on Form 10-Q for the quarters ended March 31,
2020, June 30, 2020 and September 30, 2020 and
in our Annual Report on Form 10-K for the year ended December
31, 2019. Chemours assumes no obligation to revise or update any
forward-looking statement for any reason, except as required by
law.
CONTACT
INVESTORS
Jonathan
Lock
VP, Corporate Development and Investor Relations
+1.302.773.2263
investor@chemours.com
MEDIA
Thomas Sueta
Director, Corporate Communications
+1.302.773.3903
media@chemours.com
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SOURCE The Chemours Company