Eastman Chemical Company Announces the Pricing Terms of Its Cash Tender Offer for Certain Outstanding Debt Securities
(Thomson Reuters ONE) -
KINGSPORT, Tenn., November 16, 2016 - Eastman Chemical Company (NYSE:EMN) today
announced the pricing terms of its previously announced cash tender offer (the
"Tender Offer") for up to $400 million combined aggregate principal amount (the
"Maximum Tender Amount") of its outstanding debt securities listed in the table
below (collectively, the "Notes"). Eastman also announced the principal amount
of each series of Notes that it expects to accept pursuant to the Tender Offer
(subject to the satisfaction or waiver of certain conditions, as described
below). The terms of the Tender Offer are described in the Offer to Purchase,
dated October 31, 2016 (the "Offer to Purchase") and the related Letter of
Transmittal, and remain unchanged except as amended by Eastman's press release
relating to the Tender Offer issued earlier today.
The Total Consideration for each series of Notes is based on the applicable
reference yield plus the applicable fixed spread, in each case as set forth in
the table below, and is payable to holders of the Notes who validly tendered and
did not validly withdraw their Notes on or prior to 5:00 p.m., New York City
time, on November 15, 2016 (the "Early Tender Date") and whose Notes are
accepted for purchase by Eastman. The Reference Yields listed in the table
below were determined at 2:00 p.m., New York City Time, on November 16, 2016 by
Citigroup Global Markets Inc., the Dealer Manager for the Tender Offer. The
Total Consideration for each series of Notes includes an early tender premium of
$30 per $1,000 principal amount of Notes validly tendered and not validly
withdrawn by such holders and accepted for purchase by Eastman.
Principal
Reference Fixed Amount
Acceptance Principal U.S. Spread Total Expected to
Title of CUSIP Priority Amount Treasury Reference (basis Consideration Tender be
Security Number Level Outstanding Security Yield points) (1)(2) Cap(3) Accepted(4)
7 5/8% 277432 1 $53,901,000 1.5% due 2.257% +90 $1,298.52 $10,714,000
Debentures AC4 08/15/26 $10,714,000
due 2024
7.60% 277432 2 $223,396,000 1.5% due 2.257% +110 $1,363.59 $50,000,000 $27,529,000
Debentures AD2 08/15/26
due 2027
7 1/4% 277432 3 $244,421,000 1.5% due 2.257% +85 $1,263.65 $50,000,000 $46,794,000
Debentures AB6 08/15/26
due 2024
4.5% Notes 277432 4 $250,000,000 1.25% due 1.677% +80 $1,074.72 $64,963,000 $64,963,000
due 2021 AK6 10/31/21
3.6% Notes 277432 5 $900,000,000 1.25% due 1.677% +100 $1,046.76 $150,000,000 $150,000,000
due 2022 AN0 10/31/21
3.80% 277432 6 $800,000,000 1.5% due 2.257% +115 $1,027.50 $100,000,000 $100,000,000
Notes AR1 08/15/26
due 2025
_________________
(1) Per $1,000 principal amount of Notes that are tendered and accepted for
purchase.
(2) The Total Consideration includes the early tender premium of $30 per $1,000
principal amount of Notes.
(3) Reflects revisions to the Tenders Caps announced earlier today.
(4) Expected to be accepted for purchase, and paid for, on the Early Settlement
Date.
All payments for Notes purchased in connection with the Early Tender Date will
also include accrued and unpaid interest on the principal amount of Notes
tendered up to, but not including, the early settlement date, which is currently
expected to be November 22, 2016 (the "Early Settlement Date"). Eastman expects
to accept for purchase, and pay for, $10,714,000 aggregate principal amount of
its 7 5/8% Debentures due 2024, $27,529,000 aggregate principal amount of its
7.60% Debentures due 2027, $46,794,000 aggregate principal amount of its 7 1/4%
Debentures due 2024, $64,963,000 aggregate principal amount of its 4.5% Notes
due 2021, $150,000,000 aggregate principal amount of its 3.6% Notes due 2022 and
$100,000,000 aggregate principal amount of its 3.80% Notes due 2025 on the Early
Settlement Date.
Eastman's obligation to accept for purchase and to pay for the Notes validly
tendered in the Tender Offer is subject to the satisfaction or waiver of certain
conditions, including Eastman completing the offering and sale of new debt
securities (the "New Notes Offering") on terms acceptable to Eastman (the
"Financing Condition"). The Tender Offer does not constitute an offer to sell
or a solicitation of an offer to buy any securities or other financial
instruments that may be issued or otherwise incurred in connection with the New
Notes Offering. Eastman reserves the right, subject to applicable law, to: (i)
waive any and all conditions to the Tender Offer; (ii) extend or terminate the
Tender Offer; (iii) increase or decrease the Maximum Tender Amount and/or
increase, decrease or eliminate one or more of the Tender Caps; or (iv)
otherwise amend the Tender Offer in any respect. Eastman is not soliciting
consents from holders of securities in connection with the Tender Offer.
Although the Tender Offer is scheduled to expire at midnight, New York City
time, at the end of the day on November 29, 2016, because holders validly
tendered and did not validly withdraw Notes on or prior to the Early Tender Date
for which the combined aggregate principal amount exceeded the Maximum Tender
Amount after taking into account the Tender Caps, Eastman does not expect to
accept for purchase any Notes tendered after the Early Tender Date.
The withdrawal deadline with respect to Notes validly tendered pursuant to the
Tender Offer was 5:00 p.m., New York City time, on November 14, 2016 (the
"Withdrawal Deadline"). Notes already tendered pursuant to the Tender Offer may
no longer be withdrawn, and any Notes tendered after the Withdrawal Deadline,
but on or prior to the Expiration Date may not be withdrawn, except in certain
limited circumstances where additional withdrawal rights are required by law.
Eastman has retained Citigroup Global Markets Inc. to act as exclusive Dealer
Manager. Global Bondholder Services Corporation is the Information Agent and
Depositary. For additional information regarding the terms of the Tender Offer,
please contact: Citigroup Global Markets Inc. at (800) 558-3745 (toll-free) or
(212) 723-6106 (collect). Requests for documents and questions regarding the
tendering of securities may be directed to Global Bondholder Services
Corporation by telephone at (212) 430-3774 (for banks and brokers only), (866)
794-2200 (for all others toll-free) or +001 (212) 430-3774 (international), by
email at contact(at)gbsc-usa.com or to the Dealer Manager at its telephone numbers.
These documents regarding the tendering of securities are also available at
http://www.gbsc-usa.com/Eastman/.
This press release is for informational purposes only and is not an offer to
purchase or a solicitation of an offer to sell with respect to any Notes nor is
this announcement an offer to sell or a solicitation of an offer to purchase new
debt securities. The Tender Offer is being made solely pursuant to the Offer to
Purchase and the related Letter of Transmittal, which set forth the complete
terms of the Tender Offer. The Tender Offer is not being made to, nor will
Eastman accept tenders of Notes from, holders 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.
None of Eastman, its board of directors, the Dealer Manager or the Information
Agent and Depositary makes any recommendation to any holder of Notes in
connection with the Tender Offer. Holders must make their own decisions as to
whether to tender their Notes and, if so, the principal amount of Notes to
tender.
About Eastman Chemical Company
Eastman is a global specialty chemical company that produces a broad range of
products found in items people use every day. With a portfolio of specialty
businesses, Eastman works with customers to deliver innovative products and
solutions while maintaining a commitment to safety and sustainability. Its
market-driven approaches take advantage of world-class technology platforms and
leading positions in attractive end-markets such as transportation, building and
construction and consumables. Eastman focuses on creating consistent, superior
value for all stakeholders. As a globally diverse company, Eastman serves
customers in approximately 100 countries and had 2015 revenues of approximately
$9.6 billion. The company is headquartered in Kingsport, Tennessee, USA and
employs approximately 15,000 people around the world. For more information,
visit www.eastman.com.
Forward-Looking Statements
This press release includes forward-looking statements concerning, among other
things, the Tender Offer, including the terms and timing of the Tender Offer.
Such expectations are based upon certain preliminary information, internal
estimates, and management assumptions, expectations, and plans, and are subject
to a number of risks and uncertainties inherent in projecting future conditions,
events, and results. Actual results could differ materially from expectations
expressed in the forward-looking statements if one or more of the underlying
assumptions or expectations prove to be inaccurate or are unrealized. Important
factors that could cause actual results to differ materially from such
expectations are detailed in the company's filings with the Securities and
Exchange Commission from time to time, including the Form 10-Q filed for the
third quarter of 2016, available on the Eastman web site at www.eastman.com in
the Investors, SEC filings section.
# # #
Contacts:
Media: Tracy Kilgore Addington
423-224-0498 / tracy(at)eastman.com
Investors: Greg Riddle
212-835-1620 / griddle(at)eastman.com
This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Eastman Chemical Company via GlobeNewswire
Unternehmensinformation / Kurzprofil:
Datum: 16.11.2016 - 22:32 Uhr
Sprache: Deutsch
News-ID 507636
Anzahl Zeichen: 11768
contact information:
Town:
Kingsport
Kategorie:
Business News
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