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- 5.75% Convertible Unsecured Subordinated Series IV Debentures due December 31, 2018 (the
"5.75% Debentures")
- 6.00% Convertible Unsecured Subordinated Series V Debentures due December 31, 2020 (the
"6.00% Debentures")
- 6.50% Convertible Unsecured Subordinated Series VI Debentures due December 31, 2021 (the
"6.50% Debentures")
- 7.875% Senior Unsecured Notes due 2023 (the "Notes")
CALGARY, May 5, 2017 /CNW/ - Chemtrade Electrochem Inc.
(formerly Canexus Corporation) ("Chemtrade Electrochem") and Chemtrade Logistics Income Fund (TSX: CHE.UN) ("Chemtrade")
announced today that the mandatory change of control offers commenced by Chemtrade Electrochem to purchase all of the outstanding
5.75% Debentures, 6.00% Debentures and 6.50% Debentures (collectively, the "Debentures") and Notes of Chemtrade Electrochem at a
price equal to:
- in the case of the 5.75% Debentures, 101% of the principal amount thereof;
- in the case of the 6.00% Debentures, 100% of the principal amount thereof;
- in the case of the 6.50% Debentures, 100% of the principal amount thereof; and
- in the case of the Notes, 101% of the aggregate principal amount thereof,
plus, in each case, accrued and unpaid interest, if any, on such Debentures and Notes up to, but excluding, the date of
acquisition of such Debentures and Notes, being May 10, 2017 (the "Change of Control Offers"), will
expire at 5:00 p.m. (Calgary time) on May
8, 2017.
If Chemtrade Electrochem is unable to acquire all of the Debentures and Notes pursuant to the Change of Control Offers and
related redemption rights, the unacquired Debentures and Notes will remain outstanding.
In addition, if the Change of Control Offer is not accepted with respect to any or all of the 5.75% Debentures, Chemtrade
Electrochem intends to redeem any 5.75% Debentures effective on May 15, 2017.
Chemtrade Electrochem has applied to have the Debentures delisted from the Toronto Stock Exchange. The Toronto Stock Exchange
has confirmed its intention to delist the Debentures as follows:
- The 5.75% Debentures will be halted at market open on May 8, pending confirmation of
whether Chemtrade Electrochem will be able to exercise its 90% redemption right.
-
- If Chemtrade Electrochem exercises its 90% redemption right, the 5.75% Debentures will be delisted as soon as
possible.
- If Chemtrade Electrochem is unable to exercise its 90% redemption right, the 5.75% Debentures will be delisted at the
close of trading on May 15, 2017, the date of the mandatory redemption of the 5.75%
Debentures
- The 6.00% Debentures and 6.50% Debentures will be halted at market open on May
8, pending confirmation of whether Chemtrade Electrochem will be able to exercise its 90% redemption right.
-
- If Chemtrade Electrochem exercises its 90% redemption right, the 6.00% Debentures and 6.50% Debentures will be delisted
as soon as possible.
- If Chemtrade Electrochem is unable to exercise its 90% redemption right, the 6.00% Debentures and 6.50% Debentures will
be delisted at the close of trading on May 15, 2017.
About Chemtrade Electrochem
Chemtrade Electrochem is an indirect wholly-owned subsidiary of Chemtrade that produces sodium chlorate and chlor-alkali
products largely for the pulp and paper and water treatment industries.
About Chemtrade
Chemtrade operates a diversified business providing industrial chemicals and services to customers in North America and around the world. Chemtrade is one of North
America's largest suppliers of sulphuric acid, spent acid processing services, inorganic coagulants for water treatment,
sodium chlorate, sodium nitrite, sodium hydrosulphite and phosphorus pentasulphide. Chemtrade is a leading regional
supplier of sulphur, chlor-alkali products, liquid sulphur dioxide, potassium chloride, and zinc oxide. Additionally,
Chemtrade provides industrial services such as processing by-products and waste streams.
Caution Regarding Forward-Looking Statements
Certain statements contained in this news release constitute forward-looking statements within the meaning of certain
securities laws, including the Securities Act (Alberta) and the Securities Act
(Ontario). Forward-looking statements can be generally identified by the use of words such
as "anticipate", "continue", "estimate", "expect", "expected", "intend", "may", "will", "project", "plan", "should", "believe"
and similar expressions. Forward-looking statements in this news release describe the expectations of Chemtrade Electrochem
and Chemtrade as of the date hereof relating to the making of the Change of Control Offers and redemption of the 5.75% Debentures
and the delisting of the Debentures from the facilities of the Toronto Stock Exchange. These statements are based on assumptions
and involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially
from those anticipated in such forward-looking statements for a variety of reasons, including without limitation the risks and
uncertainties detailed under the "RISK FACTORS" section of Chemtrade Electrochem's latest Annual Information Form.
Although Chemtrade Electrochem and Chemtrade believe the expectations reflected in these forward-looking statements and the
assumptions upon which they are based are reasonable, no assurance can be given that actual results will be consistent with such
forward-looking statements, and they should not be unduly relied upon. With respect to the forward-looking statements
contained in this news release, Chemtrade Electrochem and Chemtrade have made assumptions regarding the timing and completion of
the Change of Control Offers, redemption of the 5.75% Debentures and the delisting of the Debentures from the Toronto Stock
Exchange.
Except as required by law, Chemtrade Electrochem and Chemtrade do not undertake to update or revise any forward-looking
statements, whether as a result of new information, future events or for any other reason. The forward-looking statements
contained herein are expressly qualified in their entirety by this cautionary statement.
Further information can be found in the disclosure documents filed by Chemtrade Electrochem with the securities regulatory
authorities, available at www.sedar.com.
SOURCE Chemtrade Logistics Income Fund
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