CLEVELAND, April 29, 2020 /PRNewswire/ -- PolyOne
Corporation (NYSE: POL) today announced the pricing of its
previously announced offering of $650
million in aggregate principal amount of senior notes due
2025 (the "notes") in an offering exempt from the registration
requirements of the Securities Act of 1933 (the "Securities Act").
The notes will bear interest at an annual rate of 5.75% and will be
issued at a price of 100% of their principal amount. The closing of
the notes offering is expected to occur on May 13, 2020, subject to customary closing
conditions.
PolyOne intends to use the net proceeds from the offering to
finance, in part, its pending acquisitions of Clariant AG's global
masterbatch business (the "Clariant masterbatch acquisition") and
Clariant Chemicals (India)
Limited's masterbatch business (collectively, the "acquisitions").
The net proceeds will also fund, in part, the payment of expenses
related to the acquisitions. The closing of the offering is
expected to occur prior to, and is not conditioned upon, the
consummation of either of the acquisitions. The notes will be
subject to a "special mandatory redemption" in the event that (i)
the Clariant masterbatch acquisition is not consummated on or prior
to December 19, 2020 or (ii) if prior
to December 19, 2020, the purchase
agreement is terminated, other than in connection with the
consummation of the Clariant masterbatch acquisition. If a special
mandatory redemption event occurs, PolyOne will redeem all
outstanding notes at the "special mandatory redemption price" equal
to 100% of the principal amount of the notes plus accrued and
unpaid interest, if any, to, but not including, the special
mandatory redemption date.
The notes will be offered only to qualified institutional buyers
under Rule 144A of the Securities Act, and to non-U.S. persons in
transactions outside the United
States under Regulation S of the Securities Act. The notes
have not been registered under the Securities Act or any state
securities laws and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration
requirements.
This news release does not constitute an offer to sell or the
solicitation of an offer to buy any securities nor shall there be
any sale of these securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About PolyOne
PolyOne Corporation (NYSE: POL) is a premier provider of
specialized polymer materials, services and sustainable solutions.
The company adds value to global customers and improves
sustainability through formulating specialty materials.
Forward-looking Statements
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: the
time required to consummate the acquisitions; the satisfaction or
waiver of conditions in the purchase agreements; any material
adverse changes in Clariant's masterbatch business; the ability to
consummate the acquisitions; our ability to achieve the strategic
and other objectives relating to the acquisitions, including any
expected synergies; our ability to successfully integrate
Clariant's masterbatch business and achieve the expected results of
the acquisitions, including, without limitation, the acquisitions
being accretive; disruptions, uncertainty or volatility in the
credit markets that could adversely impact the availability of
credit already arranged and the availability and cost of credit in
the future; the effect on foreign operations of currency
fluctuations, tariffs and other political, economic and regulatory
risks; the current and potential future impact of the COVID-19
pandemic on our business, results of operations, financial position
or cash flows; changes in polymer consumption growth rates and laws
and regulations regarding plastics in jurisdictions where we
conduct business; fluctuations in raw material prices, quality and
supply, and in energy prices and supply; production outages or
material costs associated with scheduled or unscheduled maintenance
programs; unanticipated developments that could occur with respect
to contingencies such as litigation and environmental matters; an
inability to achieve the anticipated financial benefit from
initiatives related to acquisition and integration, working capital
reductions, costs reductions and employee productivity goals; our
ability to pay regular quarterly cash dividends and the amounts and
timing of any future dividends; information systems failures and
cyberattacks; and other factors affecting our business beyond our
control, including, without limitation, changes in the general
economy, changes in interest rates and changes in the rate of
inflation. The above list of factors is not exhaustive.
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SOURCE PolyOne Corporation
