Chemours Announces Pricing Of Private Offering Of $800 Million Aggregate Principal Amount Of 5.750% Senior Unsecured Notes Due 2028

Rhea-AI Summary

The Chemours Company (NYSE: CC) announced the pricing of an $800 million private offering of 5.750% senior unsecured notes due 2028. The offering, exempt from registration under the Securities Act, will close around November 27, 2020. Proceeds will be used for the purchase and interest of Chemours' existing 6.625% senior notes due 2023 through a cash tender offer. This offering reflects Chemours' commitment to managing its debt and optimizing its capital structure.

Positive

• Raising $800 million to improve debt profile.
• Proceeds will fund the repurchase of costly existing notes.

Negative

• New debt issuance may dilute shareholder equity.
• Dependence on market conditions for successful tender offer.

WILMINGTON, Del., Nov. 12, 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 pricing of the previously announced private offering of $800 million in aggregate principal amount of 5.750% senior unsecured notes due 2028 that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"). The offering is expected to close on or about November 27, 2020, subject to customary closing conditions. The notes will be Chemours' senior unsecured obligations and will be guaranteed by certain of its subsidiaries.

The net proceeds of the offering are expected to be used, together with cash on hand, (i) to fund the purchase price and accrued and unpaid interest for any and all of Chemours' outstanding 6.625% senior notes due 2023 (the "existing 2023 notes") validly tendered and accepted for payment pursuant to Chemours' previously announced cash tender offer for any and all of the existing 2023 notes (the "Tender Offer") and (ii) to the extent applicable, to fund the redemption price and accrued and unpaid interest for any existing 2023 notes that remain outstanding after the completion or termination of the Tender Offer.

The notes and the related guarantees have not been, and will not be, registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.  The notes are being offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act. 

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. This press release is not an offer to purchase or the solicitation of an offer to sell any of the existing 2023 notes. The Tender Offer referenced herein is being made only by and pursuant to the terms of the applicable Offer to Purchase and Consent Solicitation Statement. The statements in this press release with respect to the redemption of the existing 2023 notes do not constitute a notice of redemption under the indenture governing the existing 2023 notes. Any such notice has or will be sent to holders of existing 2023 notes only in accordance with the provisions of such indenture.

About The Chemours Company
The Chemours Company (NYSE: CC) is a global leader in Titanium Technologies, Fluoroproducts, and Chemical Solutions, 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, and achieve anticipated synergies or cost savings, 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. 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, but are not limited to: the terms and timing of the offering, the closing of the offering, the Tender Offer and any redemptions of the existing 2023 notes; and the risks, uncertainties and other factors discussed in our filings with the U.S. Securities and Exchange Commission, including in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020 and September 30, 2020 and 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

FAQ

What is the purpose of Chemours' $800 million note offering?

The offering aims to fund the repurchase of existing 6.625% senior notes due 2023.

When is the Chemours note offering expected to close?

The offering is expected to close on or about November 27, 2020.

What are the terms of the 5.750% senior unsecured notes due 2028?

These notes are senior unsecured obligations that will mature in 2028.

How will the proceeds from the Chemours note offering impact shareholders?

While proceeds will help manage debt, new debt issuance could dilute shareholder equity.