Kerling plc announces the closing and funding of its €785 million senior secured notes offering Acquisition of INEOS ChlorVinyls completes, forming the combined Kerling group
29th January 2010
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Kerling plc (“Kerling”) announced today that its offering of €785 million 10.625% Senior Secured Notes due 2017 (the “Notes”) has now been closed and funded. The Notes were issued at a price of 99.393%, resulting in a yield of 10.75%.
Kerling has used the net proceeds from the Notes to finance the acquisition of various companies owned by INEOS Group Limited and operated together as the INEOS ChlorVinyls business (“INEOS ChlorVinyls”), to refinance indebtedness incurred at the time of the acquisition of Norsk Hydro ASA’s polymer business in 2008 and to refinance indebtedness of INEOS ChlorVinyls (including the redemption of the €160 million aggregate principal amount senior notes issued by INEOS Vinyls Finance plc; Holders of these senior notes have been notified by the trustee that such notes have been called for redemption 30 days hence and that the indenture was satisfied and discharged on the day hereof by the payment of the principal at par value plus any accrued and unpaid interest to the trustee).
Kerling has now completed the acquisition of INEOS ChlorVinyls, concluding the formation of Europe’s leading producer of PVC and caustic soda. The combined business is one of the lowest cost producers of PVC, benefiting from vertical integration, access to low cost feed-stocks and efficient and well-invested manufacturing facilities. The businesses that have been combined are currently trading profitably and producing positive cash flows in bottom-of-cycle conditions.
The notes were assigned a B3 rating from Moody’s and a B- rating by Standard and Poor’s.
Bank of America Merrill Lynch and Barclays Capital acted as joint Book Running Managers and North Sea Partners advised INEOS in connection with the financing.
ENDS.
For further information contact:
Richard Longden – INEOS - Tel: +44 (0) 7710 371998
www.ineos.com
This press release shall not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States, and shall not constitute an offer, solicitation or sale 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 state or country. No securities may be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or an applicable exemption from registration requirements. No public offering of securities will be made in the United States. This press release is being issued pursuant to and in accordance with Rule 135e under the Securities Act.
The offering will be made in an “offshore transaction” pursuant to Regulation S under the Securities Act and will be offered in the United States to “qualified institutional buyers” pursuant to the exemption from registration under Rule 144A under the Securities Act.
This press release may include projections and other “forward-looking” statements within the meaning of applicable securities laws. Any such projections or statements reflect the current views of Kerling plc about further events and financial performance. No assurances can be given that such events or performance will occur as projected and actual results may differ materially from these projections. Kerling plc does not undertake any responsibility to update the forward-looking statements in this press release.
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