Solvay successfully launches euro-denominated senior and hybrid bond issues of ? 2.25 bn and ? 1.0 bn respectively
(Thomson Reuters ONE) -
Brussels, November 26, 2015, 10:30 --- Solvay announced today that it has
successfully launched a euro-denominated senior bond issue worth ? 2.25 bn and a
euro-denominated hybrid bond issue worth ? 1.0 bn, to finance the intended
acquisition of Cytec and to allow the refinancing of existing short-term and
long-term financial debts.
The ? 2.25 bn senior bond issue is split across three series:
* A first series of ? 1,000 m, maturing in December 2017, with a quarterly
coupon at a floating rate of 3-month EURIBOR + 82bp.
* A second series of ? 750 m, maturing in December 2022, with an annual coupon
of 1.625%.
* A third series of ? 500 m, maturing in December 2027, with an annual coupon
of 2.750%.
The ? 1.0 bn hybrid bond issue is split across two perpetual series:
* A first series of ? 500 m with a first call date in June 2021 and a coupon
of 5.118% until this date, with a reset every 5 years thereafter.
* A second series of ? 500 m with a first call date in June 2024 and a coupon
of 5.869% until this date, with a reset every 5 years thereafter.
The hybrid bonds will rank junior to all senior debt and will be recorded as
equity (and coupons will be recorded as dividends) in accordance with IFRS
requirements. S&P will assign an intermediate equity content as of the point
when the Issuer can no longer use the acquisition event to redeem the Bonds
before the first call date. Moody''s considers that the equity-like features will
allow the hybrid bonds to receive basket ''C'' treatment, which corresponds to
50% equity treatment of the borrowing for the calculation of the credit ratios
by Moody''s.
On July 28, 2015, Solvay entered into a definitive agreement with U.S.-based
Cytec to acquire 100% of its share capital for $ 75.25 per share in cash. The
acquisition has been approved by Cytec''s shareholders, but is still subject to
customary closing conditions, including regulatory approvals. The transaction is
expected to close before the current year-end.
In order to complete the long-term financing of the intended Cytec acquisition,
Solvay aims to issue USD-denominated bonds, as well as a ? 1.5 bn rights
offering. Subject to both the successful closing of the acquisition and Solvay
Board approval, it also intends to maintain the existing Cytec bonds and to
grant the parent guarantee of Solvay SA to them.
* * * * *
This press release does not constitute an offer to sell, or a solicitation of
offers to purchase or subscribe for, securities in the United States or any
other jurisdiction. The securities referred to herein have not been, and will
not be, registered under the Securities Act of 1933, as amended, and may not be
offered, exercised or sold in the United States or to U.S. persons absent
registration or an applicable exemption from registration requirements. There is
no intention to register any portion of the offering in the United States or to
conduct a public offering of securities in the United States.
The issue, exercise or sale of securities in the offering are subject to
specific legal or regulatory restrictions in certain jurisdictions. The Company
assumes no responsibility in the event there is a violation by any person of
such restrictions.
The information contained herein shall not constitute or form part of an offer
to sell or the solicitation of an offer to buy, nor shall there be any sale of
the securities referred to herein, in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
The Company has not authorized any offer to the public of securities in any
Member State of the European Economic Area. With respect to each Member State of
the European Economic Area and which has implemented the Prospectus Directive
(each, a "Relevant Member State"), no action has been undertaken or will be
undertaken to make an offer to the public of securities requiring publication of
a prospectus in any Relevant Member State. As a result, the securities may only
be offered in Relevant Member States (a) to any legal entity which is a
qualified investor as defined in Article 2(1)(e) of the Prospectus Directive; or
(b) in any other circumstances which do not require the publication by the
Company of a prospectus pursuant to Article 3 of the Prospectus Directive. For
the purposes of this paragraph, the expression an "offer of securities to the
public" means the communication in any form and by any means of sufficient
information on the terms of the offer and the securities to be offered so as to
enable an investor to decide to exercise, purchase or subscribe the securities,
as the same may be varied in that Member State by any measure implementing the
Prospectus Directive in that Member State and the expression "Prospectus
Directive" means Directive 2003/71/EC (and amendments thereto, including the
2010 PD Amending Directive, to the extent implemented in the Relevant Member
State), and includes any relevant implementing measure in the Relevant Member
State and the expression "2010 PD Amending Directive" means Directive
2010/73/EU.
This communication is directed only at (i) persons who are outside the United
Kingdom or (ii) in the United Kingdom, persons who have professional experience
in matters relating to investments falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the
"Order"), or who are high net worth entities, and other persons to whom it may
lawfully be communicated, falling within Article 49(2) of the Order (all such
persons together being referred to as "relevant persons"). Any investment or
investment activity to which this communication relates will only be available
to and will only be engaged in with, relevant persons. Any person who is not a
relevant person must not act or rely on this document or any of its contents.
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+------------------------------------------------------------------------------+
|As an international chemical group, Solvay assists industries in finding and|
|implementing ever more responsible and value-creating solutions. Solvay|
|generates 90% of its net sales in activities where it is among the world''s top|
|three players. It serves many markets, varying from energy and the environment|
|to automotive and aerospace or electricity and electronics, with one goal: to|
|raise the performance of its clients and improve society''s quality of life.|
|The group is headquartered in Brussels, employs about 26,000 people in 52 |
|countries and generated 10.2 billion euros in net sales in 2014. Solvay|
|SA SOLB.BE) is listed on Euronext in Brussels and Paris (Bloomberg: SOLB.BB -|
|Reuters: SOLB.BR). |
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Lamia Narcisse Caroline Jacobs Maria Alcon Geoffroy Bisser
Raskin Alexandrov
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To read this release in PDF:
http://hugin.info/133981/R/1969303/719832.pdf
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(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Solvay S.A. via GlobeNewswire
[HUG#1969303]
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Datum: 26.11.2015 - 04:34 Uhr
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