Chemtrade Logistics Income Fund Announces $100 Million Convertible Debenture Bought Deal Financing
10 Setembro 2019 - 4:09PM
Chemtrade Logistics Income Fund (“Chemtrade” or the “Fund”) (TSX:
CHE.UN) announced today a public offering, on a "bought deal"
basis, of $100 million principal amount of convertible unsecured
subordinated debentures, at a price of $1,000 per debenture, with
an interest rate of 6.50% per annum, payable semi-annually on the
last day of October and April commencing on April 30, 2020 (the
"Debentures"). The Debentures will mature on October 31, 2026.
The offering is being made through a syndicate
of underwriters led by BMO Capital Markets.
The Fund has also granted the underwriters the
option to purchase up to $15 million principal amount of additional
Debentures at a price of $1,000 per Debenture to cover
over-allotments, exercisable in whole or in part any time up to 30
days following closing of the offering.
The Debentures will be convertible at the
holder’s option into fully paid and non-assessable freely tradeable
units of the Fund at the option of the holder at a conversion price
of $15.80 per unit (the “Conversion Price”). The Debentures will
not be redeemable before October 31, 2022. On or after October 31,
2022 and prior to October 31, 2024 the Debentures may be redeemed
in whole or in part from time to time at the option of the Fund at
par plus accrued and unpaid interest, provided that the weighted
average trading price of the units on the Toronto Stock Exchange
for the 20 consecutive trading days ending five trading days
preceding the date on which notice of redemption is given is not
less than 125% of the Conversion Price. On or after October 31,
2024, the Debentures may be redeemed at the option of the Fund at
any time at par plus accrued and unpaid interest.
The net proceeds of the offering will be used to
pay down senior debt under the Fund’s existing credit agreement
with the intention of drawing on it to redeem all of the
outstanding Chemtrade Electrochem 6.50% convertible unsecured
series VI debentures due December 31, 2021 and for general trust
purposes.
The offering is subject to normal regulatory
approvals, including approval of the Toronto Stock Exchange, and is
expected to close on or about October 1, 2019.
The Debentures will be offered by way of a short
form prospectus in all of the provinces and territories of Canada
and may also be offered to qualified institutional buyers pursuant
to Rule 144A in the United States.
The securities offered have not been registered
under the U.S. Securities Act of 1933, as amended, and may not be
offered or sold in the United States absent registration or an
applicable exemption from the registration requirements. This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy securities in the United States, nor shall there
be any offer, solicitation or sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
About ChemtradeChemtrade
operates a diversified business providing industrial chemicals and
services to customers in North America and around the world.
Chemtrade is one of North America’s largest suppliers of sulphuric
acid, spent acid processing services, inorganic coagulants for
water treatment, sodium chlorate, sodium nitrite, sodium
hydrosulphite and phosphorus pentasulphide. Chemtrade is a leading
regional supplier of sulphur, chlor-alkali products, liquid sulphur
dioxide, potassium chloride, and zinc oxide. Additionally,
Chemtrade provides industrial services such as processing
by-products and waste streams.
Caution Regarding Forward-Looking
StatementsCertain statements contained in this news
release constitute forward-looking information within the meaning
of certain securities laws, including the Securities Act (Ontario).
Forward-looking information can be generally identified by the use
of words such as “anticipate”, “continue”, “estimate”, “expect”,
“expected”, “intend”, “may”, “will”, “project”, “plan”, “should”,
“believe” and similar expressions. Specifically, forward-looking
information in this news release include statements respecting
certain future expectations about the Fund’s ability to close the
offering and its timing and the anticipated use of proceeds from
the offering. Forward-looking statements in this news release
describe the expectations of the Fund and its subsidiaries as of
the date hereof. These statements involve known and unknown risks,
uncertainties and other factors that may cause actual results or
events to differ materially from those anticipated in such
forward-looking statements for a variety of reasons, including
without limitation the risks and uncertainties detailed under the
“Risk Factors” section of the Fund’s latest Annual Information Form
and the “Risks and Uncertainties” section of the Fund’s most recent
Management’s Discussion & Analysis.
Although the Fund believes the expectations
reflected in these forward-looking statements and the assumptions
upon which they are based are reasonable, no assurance can be given
that actual results will be consistent with such forward-looking
statements, and they should not be unduly relied upon. With respect
to the forward-looking statements contained in this news release,
the Fund has made assumptions regarding: there being no significant
disruptions affecting the operations of the Fund and its
subsidiaries; the timely receipt of required regulatory approvals;
and global economic performance.
Except as required by law, the Fund does not
undertake to update or revise any forward-looking statements,
whether as a result of new information, future events or for any
other reason. The forward-looking information contained herein are
expressly qualified in their entirety by this cautionary
statement.
For further information, please contact:
Mark Davis
President & CEO Tel: (416) 496-4176 |
Rohit Bhardwaj
Vice President, Finance & CFO Tel: (416) 496-4177 |
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