NOVA Chemicals Corporation Announces Pricing of Private Offering of $575 Million of Senior Notes
Calgary, AB (April 28, 2021) – NOVA Chemicals Corporation (the “Company”) announced yesterday the pricing of a private offering of $575 million of senior notes, structured as 8-year non-call 3, due 2029 (the “2029 notes”). The 2029 notes will have an interest rate of 4.250% per annum and are being issued at a price of 100% of their face value. Alongside the 2029 notes offering, the Company announced a tender offer and consent solicitation for its $500 million, 5.250% senior notes due 2023 (the “2023 notes”). The Company plans to use the net proceeds of the 2029 notes offering to redeem the 2023 notes, for general corporate purposes, including prepaying other indebtedness, and to pay fees and expenses related to the offering. The closing of the offering of the 2029 notes is expected to occur on May 11, 2021, subject to customary closing conditions.
The successful issuance results in lower annual interest expense as well as extends the overall debt maturity profile while the call feature provides additional flexibility for the Company.
HSBC Securities (USA) Inc. acted as lead left bookrunner on the offering of the 2029 notes, and TD Securities (USA) LLC, RBC Capital Markets, LLC, Scotia Capital (USA) Inc., Barclays Capital Inc., PNC Capital Markets LLC, and Morgan Stanley & Co. LLC acted as joint bookrunners.
HSBC Securities (USA). Inc. is acting as dealer manager for the tender offer and consent solicitation for the 2023 notes.
White & Case LLP acted as lead legal counsel to the Company, and Shearman & Sterling LLP as lead legal counsel to the underwriters.
The 2029 notes will be issued in reliance on the exemption from the registration requirements provided by Rule 144A and Regulation S of the United States Securities Act of 1933, as amended (the “Securities Act”). The 2029 notes have not been registered under the Securities Act or the laws of any state or other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
This news release does not constitute an offer to sell or the solicitation of an offer to buy any security, nor will there be any sale of any security in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state other jurisdiction.
About NOVA Chemicals Corporation
NOVA Chemicals develops and manufactures chemicals and plastic resins that make everyday life healthier, easier and safer. Our employees work to ensure health, safety, security and environmental stewardship through our commitment to Sustainability and Responsible Care®. NOVA Chemicals, headquartered in Calgary, Alberta, Canada, is wholly-owned ultimately by Mubadala Investment Company of the Emirate of Abu Dhabi, United Arab Emirates.
Visit NOVA Chemicals on the Internet at novachem.com.
For further information, please contact:
Patty Masry, Leader, Financial Reporting & Investor Relations
Jennifer, Director, Corporate Communications
The NOVA Chemicals logo is a registered trademark of NOVA Brands Ltd.; authorized use.
Responsible Care is a registered trademark of the Chemistry Industry Association of Canada.
This news release contains forward-looking statements. By their nature, forward-looking statements require NOVA Chemicals to make assumptions and are subject to inherent risks and uncertainties. NOVA Chemicals’ forward-looking statements are expressly qualified in their entirety by this cautionary statement. In addition, the forward-looking statements are made only as of the date of this news release, and except as required by applicable law, NOVA Chemicals undertakes no obligation to update the forward-looking statements to reflect new information, subsequent events or otherwise.