PolyOne Announces Tender Offer and Consent Solicitation for Its 7.375% Senior Notes Due 2020
October 28, 2015
In connection with the tender offer and consent solicitation, the Company also intends to enter into a senior secured term loan facility of approximately
"This refinancing is expected to provide favorable interest rates, extended maturities, and enhanced liquidity while maintaining modest leverage," said
Details of the Tender Offer and Consent Solicitation
In order to receive the Total Consideration (as described below) in the tender offer and consent solicitation, holders of Notes must validly tender and not validly withdraw their Notes by
The Total Consideration for each
The proposed amendments to the indenture governing the Notes would eliminate substantially all restrictive covenants and certain events of default and shorten the minimum period required to deliver notice of optional redemption of the Notes to holders to three business days. Holders that tender their Notes will be required to consent to the proposed amendments, and holders that consent to the proposed amendments will be required to tender their Notes.
The Offer is subject to a financing condition and certain customary conditions, but is not conditioned on the tender of a minimum principal amount of Notes. The Company intends to satisfy the financing condition with the new senior secured term loan facility. The Company may amend, extend or, subject to certain conditions, terminate the Offer at any time.
The Company has engaged
This press release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell with respect to any securities. The solicitation of offers to buy the Notes is only being made pursuant to the terms of the Offer to Purchase and the related Letter of Transmittal and Consent. The Offer is not being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities laws of any such jurisdiction. None of the Company, the dealer manager and solicitation agent or the information agent and tender agent is making any recommendation as to whether or not holders should tender their Notes in connection with the Offer.
In this press release, statements that are not reported financial results or other historical information are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events and are not guarantees of future performance. They are based on management's expectations that involve a number of business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. They use words such as "will," "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," and other words and terms of similar meaning in connection with any discussion of future operating or financial condition, performance and/or sales. Factors that could cause actual results to differ materially from those implied by these forward-looking statements include, but are not limited to: our ability to enter into the new senior secured term loan and satisfy the financing condition of the Offer; our ability to realize anticipated savings and operational benefits from the realignment of assets, including the closure of manufacturing facilities; the timing of closings and shifts of production to new facilities related to asset realignments and any unforeseen loss of customers and/or disruptions of service or quality caused by such closings and/or production shifts; separation and severance amounts that differ from original estimates; amounts for non-cash charges related to asset write-offs and accelerated depreciation realignments of property, plant and equipment, that differ from original estimates; our ability to identify and evaluate acquisition targets and consummate acquisitions; the ability to successfully integrate acquired companies into our operations, retain the management teams of acquired companies and retain relationships with customers of acquired companies including, without limitation,
We undertake no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. You are advised to consult any further disclosures we make on related subjects in our reports on Form 10-Q, 8-K and 10-K that we provide to the
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Investor Relations Contact: Eric R. Swanson, Director, Investor Relations, PolyOne Corporation, +1 440-930-1018, firstname.lastname@example.org; Media Contact: Kyle G. Rose, Vice President, Corporate Communications, PolyOne Corporation, +1 440-930-3162, email@example.com