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Westlake Announces Proposed Offering of Senior Notes

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Westlake Chemical Corporation (NYSE: WLK) has initiated an underwritten public offering of senior unsecured notes under its existing shelf registration. The proceeds will partially fund the acquisition of Boral Industries' North American building products subsidiaries for $2.15 billion, Lasco Fittings for $252.5 million, and DX Acquisition Corp. for $170 million. The offering and its pricing depend on market conditions, but it is not contingent on completing the acquisitions. Leading financial institutions such as Deutsche Bank Securities and BofA Securities are managing the offering.

Positive
  • Offering proceeds will fund strategic acquisitions totaling $2.57 billion, which may enhance growth and market presence.
Negative
  • Potential dilution of shares due to the issuance of new notes.
  • Market conditions may affect the pricing and success of the offering.

Westlake Chemical Corporation (NYSE: WLK) (“Westlake”) announced today the commencement of an underwritten public offering, subject to market and other conditions, of senior unsecured notes (the “Notes”) under its existing shelf registration statement.

The timing of pricing and terms of the Notes are subject to market conditions and other factors. Westlake intends to use the net proceeds from the proposed public offering of the Notes to fund a portion of the purchase price of its pending acquisitions (the “Acquisitions”) of 100% of the issued and outstanding equity interests of (i) certain subsidiaries of Boral Industries Inc. engaged in Boral Limited’s North American building products businesses in roofing, siding, trim and shutters, decorative stone and windows for a purchase price of $2.15 billion in cash, subject to certain post-closing adjustments, (ii) Lasco Fittings, Inc. for a purchase price of $252.5 million in cash, subject to certain post-closing adjustments, and (iii) DX Acquisition Corp. for a purchase price of $170.0 million in cash, subject to certain post-closing adjustments, and to pay related fees and expenses. This offering is not contingent upon the consummation of any of the Acquisitions.

The Notes are being offered and will be sold only pursuant to an effective shelf registration statement that was previously filed with the Securities and Exchange Commission (“SEC”). This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities (including the Notes), nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. The offering of the Notes is being made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Deutsche Bank Securities Inc., BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as joint book-running managers for the offering of the Notes. A copy of the preliminary prospectus supplement and accompanying base prospectus relating to the offering of the Notes may be obtained for free by visiting EDGAR on the SEC website at www.sec.gov or by making a request to: Deutsche Bank Securities Inc. at 1-800-503-4611; BofA Securities, Inc. at 1-800-294-1322; Citigroup Global Markets Inc. at 1-800-831-9146; J.P. Morgan Securities LLC collect at 1-212-834-4533; or Wells Fargo Securities, LLC at 1-800-645-3751.

About Westlake

Westlake is a global manufacturer and supplier of materials and innovative products that enhance life every day. Headquartered in Houston, we provide the building blocks for vital solutions — from building products and infrastructure materials, to packaging and healthcare products, to automotive and consumer goods.

Forward-Looking Statements

The statements in this press release that are not historical facts, such as statements regarding the proposed public offering of the Notes and the use of proceeds therefrom and other matters relating to the proposed public offering, are forward-looking statements that are based on current expectations. Although Westlake believes that its expectations are based on reasonable assumptions, it can give no assurance that these expectations will prove correct. Important factors that could cause actual results to differ materially from those in the forward-looking statements include results of operations, market conditions, capital needs and uses and other risks and uncertainties that are beyond Westlake’s control, including those described in the preliminary prospectus supplement and accompanying base prospectus relating to the offering of the Notes, Westlake’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, Westlake’s Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2021 and June 30, 2021 and its other filings with the SEC. Forward-looking statements, like all statements in this press release, speak only as of the date of this press release (unless another date is indicated). Westlake does not undertake any obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise.

FAQ

What is the purpose of Westlake Chemical's public offering of senior unsecured notes?

Westlake intends to use the proceeds to fund acquisitions totaling $2.57 billion.

How much is Westlake Chemical planning to raise with its public offering?

The offering aims to raise funds for acquisitions totaling $2.57 billion.

Who are the joint book-running managers for Westlake's public offering?

Deutsche Bank Securities, BofA Securities, Citigroup Global Markets, J.P. Morgan Securities, and Wells Fargo Securities are managing the offering.

Is Westlake's offering contingent upon the completion of its acquisitions?

No, the offering is not contingent upon the consummation of any of the acquisitions.

What are the major acquisitions Westlake Chemical is financing through the offering?

Westlake is financing the acquisition of Boral Industries' subsidiaries, Lasco Fittings, and DX Acquisition Corp.

Westlake Corporation

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