TORONTO, ONTARIO--(Marketwire - Nov. 22, 2011) -
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
Chemtrade Logistics Income Fund (TSX:CHE.UN) ("Chemtrade") today announced that it has entered into an agreement with a syndicate of underwriters led by Scotia Capital Inc. and including BMO Capital Markets, TD Securities Inc., CIBC and National Bank Financial Inc. pursuant to which the underwriters will purchase $80 million principal amount of convertible unsecured subordinated debentures (the "Debentures") at a price of $1,000 per Debenture. Chemtrade has also granted the underwriters an over-allotment option to purchase up to an additional $12 million aggregate principal amount of Debentures at the same price, exercisable in whole or in part at any time for a period of 30 days following closing of the offering.
The Debentures will mature on December 31, 2018 and will accrue interest at the rate of 5.75% per annum payable semi-annually in arrears on June 30 and December 31 in each year, commencing on June 30, 2012. At the holder's option, the Debentures may be converted into trust units of Chemtrade at any time prior to the earlier of the maturity date and the date of redemption specified by Chemtrade at a conversion price of $20.00 per unit.
The Debentures will be direct, unsecured obligations of Chemtrade, subordinated to other indebtedness of Chemtrade and ranking equally with all other unsecured subordinated indebtedness.
The Debentures will not be redeemable before January 1, 2015. On or after January 1, 2015 and prior to January 1, 2017, Chemtrade may, at its option, redeem the Debentures in whole or in part provided that the volume weighted average trading price of the trust units of Chemtrade on the Toronto Stock Exchange during the 20 consecutive trading days ending on the fifth trading day preceding the date on which the notice of redemption is given is not less than 125% of the conversion price. On or after January 1, 2017 and prior to the maturity date, Chemtrade may, at its option, redeem the Debentures, in whole or in part, from time to time at par plus accrued and unpaid interest.
Chemtrade will use the net proceeds of the offering to repay existing indebtedness under its credit facility and for general trust purposes.
The offering is scheduled to close on or about December 12, 2011 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange.
A preliminary short-form prospectus will be filed with securities regulatory authorities in all provinces of Canada. The securities offered have not and will not be 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 of such Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction.
Chemtrade 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, liquid sulphur dioxide and sodium hydrosulphite, and a leading processor of spent acid. Chemtrade is also a leading regional supplier of sulphur, sodium chlorate, phosphorous pentasulphide, zinc oxide, and water treatment chemicals. Chemtrade also provides industrial services such as processing hydrogen sulphide and other by-products and waste streams.
Caution regarding forward-looking statements
Certain statements contained in this news release constitute forward-looking statements within the meaning of certain securities laws, including the Securities Act (Ontario). Forward-looking statements 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 statements in this news release include statements respecting certain future expectations about: Chemtrade's ability to complete the offering, the timing for the completion of the offering and the intended use of the proceeds. Forward-looking statements in this news release describe the expectations of Chemtrade 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 Chemtrade's latest Annual Information Form and the "RISKS AND UNCERTAINTIES" section of Chemtrade's most recent Management Discussion & Analysis.
Although Chemtrade 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, Chemtrade has made assumptions regarding: there being no significant disruptions affecting the operations of Chemtrade and its subsidiaries, whether due to labour disruptions, supply disruptions, power disruptions, transportation disruptions, damage to equipment or otherwise; and global economic performance.
Chemtrade disclaims any intention or obligation to update any forward-looking statement even if new information becomes available, as a result of future events or for any other reason. The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement.
Further information can be found in the disclosure documents filed by Chemtrade Logistics Income Fund with the securities regulatory authorities, available at www.sedar.com.