SNF Floerger Refinances Existing Debt Structure and Announces Results of Tender Offer
By Snf Floerger, PRNEMonday, June 28, 2010
ST. ETIENNE, France, June 29, 2010 - Privately-held specialty chemicals company SNF Floerger, based in St.
Etienne, France, today announced completion of its debt maturity profile
extension with the issuance of euro 190 million aggregate principal amount of
8.25% senior notes due 2017 by its parent company, S.P.C.M. SA, and
completion under its new US$440 million senior credit facilities. The company
has drawn down US$140 million under its new senior term loan and US$31.5
million and euro 63 million, respectively, under its new revolving credit
facilities, and has repaid its existing senior credit facilities in full.
Following completion of its new senior notes and new senior credit
facilities, the company repurchased euro 177.7 million principal amount of
its euro 210 million aggregate principal amount of existing 8.25% senior
notes due 2013 pursuant to the tender offer launched on June 18, 2010, for a
total consideration of euro 185.6 million. Existing notes acquired pursuant
to the tender offer were cancelled with immediate effect. The company
thereafter delivered notices of redemption in respect of the euro 32.3
million principal amount of its existing 8.25% senior notes due 2013 that
were not tendered and accepted for repurchase pursuant to the tender offer.
The consideration for the tender offer and the redemption, together with
the repayment of the company's existing credit facilities, has been financed
by the proceeds of the new senior notes and new senior credit facilities.
The new senior notes are not registered under the U.S. Securities Act of
1933, and are being offered and sold pursuant to Rule 144A and Regulation S
under the Securities Act.
SNF is a leader in the production of polyacrylamides, a water-soluble
specialty chemical used in water treatment, oil and petroleum applications,
mineral extraction, pulp and paper manufacturing and other industries. SNF
had net revenues and EBITDA of euro 1,040.1 million and euro 170.2 million,
respectively, in 2009.
THIS PRESS RELEASE IS NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED
STATES. SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT
REGISTRATION OR AN EXEMPTION FROM REGISTRATION. ANY PUBLIC OFFERING OF
SECURITIES IN THE UNITED STATES WILL BE MADE BY MEANS OF A PROSPECTUS THAT
MAY BE OBTAINED FROM THE COMPANY, WHICH WILL CONTAIN DETAILED INFORMATION
ABOUT THE COMPANY AND MANAGEMENT AS WELL AS FINANCIAL STATEMENTS.
NEITHER THE TENDER OFFER MEMORANDUM NOR THIS PRESS RELEASE CONSTITUTES AN
OFFER TO PURCHASE OR A SOLICITATION OF AN OFFER TO SELL ANY EXISTING NOTES.
THE TENDER OFFER IS BEING MADE SOLELY BY THE TENDER OFFER MEMORANDUM. TENDERS
OF EXISTING NOTES WILL NOT BE ACCEPTED FROM HOLDERS IN JURISDICTIONS WHERE
SUCH OFFER OR SOLICITATION IS UNLAWFUL.
THIS PRESS RELEASE, THE TENDER OFFER MEMORANDUM AND ANY OTHER DOCUMENTS
RELATED TO THE TENDER OFFER ARE NOT BEING AND MUST NOT UNDER ANY
CIRCUMSTANCES BE DISTRIBUTED TO BENEFICIAL OWNERS OF EXISTING NOTES WHO ARE
LOCATED OR RESIDENT IN THE UNITED STATES OR THE REPUBLIC OF ITALY, AND
PERSONS RECEIVING THIS ANNOUNCEMENT MUST NOT DISTRIBUTE IT OR ANY RELATED
DOCUMENTS TO SUCH PERSONS.
THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER TO BUY OR SELL NOR A
SOLICITATION OF AN OFFER TO BUY OR SELL ANY SECURITIES REFERRED TO HEREIN,
NOR SHALL THERE BE ANY SALE OF SUCH SECURITIES IN ANY STATE OR JURISDICTION
IN WHICH SUCH AN OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL. NO ACTION HAS
BEEN OR WILL BE TAKEN TO PERMIT A PUBLIC OFFERING OF ANY SECURITIES, OR A
TENDER OFFER FOR ANY SECURITIES, IN ANY JURISDICTION, INCLUDING THE UNITED
KINGDOM.
Pascal Remy, +33-4-77-36-86-00
Tags: France, June 29, Snf Floerger, St. Etienne, Western Europe