Pioneer Prices $100 Million 2.75% Convertible Senior Subordinated Notes Due 2027
21 Mars 2007 - 2:06AM
PR Newswire (US)
HOUSTON, March 20 /PRNewswire-FirstCall/ -- Pioneer Companies, Inc.
(NASDAQ:PONR) today announced the pricing of $100,000,000 aggregate
principal amount of 2.75% Convertible Senior Subordinated Notes due
2027. The notes are being sold in a private placement to qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended (the "Securities Act"). Pioneer has also
granted the initial purchasers a 13-day option to purchase up to an
additional $20,000,000 aggregate principal amount of the notes. The
notes will pay interest semiannually at a rate of 2.75% per annum.
Prior to January 1, 2014, the notes will be convertible, only upon
specified events, into cash up to the principal amount of the notes
and, with respect to any excess conversion value, into cash, shares
of Pioneer common stock or a combination of cash and common stock,
at Pioneer's option, at an initial conversion price of
approximately $35.31 per share (or an initial conversion rate of
28.3222 shares per $1,000 principle amount of notes). On and after
January 1, 2014, and prior to maturity, the notes will be
convertible into cash, and in certain circumstances with respect to
any excess conversion value, into cash, shares of Pioneer common
stock or a combination of cash and common stock, at Pioneer's
option. The initial conversion price represents a 30% conversion
premium based on the last reported sale price of $27.16 per share
on March 20, 2007. Pioneer estimates that the net proceeds from
this offering will be approximately $96.3 million (or approximately
$115.7 million if the initial purchasers' purchase option is
exercised in full) after deducting the initial purchasers'
discounts and commissions and estimated offering expenses. Pioneer
expects to use the net proceeds from the offering to (i) redeem the
$75 million outstanding principal balance of its 10% Senior Secured
Notes due 2008 and (ii) assist in financing the capital costs for
the previously announced conversion and expansion of its St.
Gabriel, Louisiana plant. Any remaining net proceeds, including
those from the exercise of the initial purchasers' option to
purchase additional shares, will be used for general corporate
purposes. This notice does not constitute an offer to sell or the
solicitation of an offer to buy securities. Any offers of the
securities will be made only by means of a private offering
memorandum. The notes and the shares of Pioneer common stock
issuable upon conversion of the notes have not been registered
under the Securities Act or the securities laws of any other
jurisdiction and may not be offered or sold in the United States
absent registration or an applicable exemption from registration
requirements. Pioneer, based in Houston, manufactures chlorine,
caustic soda, bleach, hydrochloric acid and related products used
in a variety of applications, including water treatment, plastics,
pulp and paper, detergents, agricultural chemicals, pharmaceuticals
and medical disinfectants. Pioneer owns and operates four
chlor-alkali plants and several downstream manufacturing facilities
in North America. Pioneer's common stock trades on the NASDAQ
Global Market under the symbol "PONR." Certain statements in this
news release are "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act. Forward- looking
statements relate to matters that are not historical facts and
include, but are not limited to, statements relating to the
offering of convertible senior subordinated notes, statements
relating to the St. Gabriel plant, and the risk factors and
uncertainties described in Pioneer's filings with the Securities
and Exchange Commission, including Pioneer's most recent Form
10-K/A. Actual outcomes may vary materially from those indicated by
the forward-looking statements. DATASOURCE: Pioneer Companies, Inc.
CONTACT: Gary Pittman for Pioneer Companies, Inc., +1-713-570-3200
Web site: http://www.piona.com/
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